Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Jun. 30, 2017 | Jul. 31, 2017 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | MITK | |
Entity Registrant Name | MITEK SYSTEMS INC | |
Entity Central Index Key | 807,863 | |
Current Fiscal Year End Date | --09-30 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 33,585,994 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2017 | Sep. 30, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 9,299 | $ 9,010 |
Short-term investments | 29,001 | 24,863 |
Accounts receivable, net | 6,405 | 4,949 |
Other current assets | 1,323 | 1,485 |
Total current assets | 46,028 | 40,307 |
Long-term investments | 4,616 | 1,952 |
Property and equipment, net | 546 | 440 |
Intangible assets, net | 2,374 | 2,783 |
Goodwill | 2,914 | 2,863 |
Other non-current assets | 62 | 40 |
Total assets | 56,540 | 48,385 |
Current liabilities: | ||
Accounts payable | 1,828 | 1,318 |
Accrued payroll and related taxes | 3,361 | 3,263 |
Deferred revenue, current portion | 3,960 | 3,391 |
Other current liabilities | 370 | 355 |
Total current liabilities | 9,519 | 8,327 |
Deferred revenue, non-current portion | 89 | 259 |
Other non-current liabilities | 789 | 314 |
Total liabilities | 10,397 | 8,900 |
Stockholders’ equity: | ||
Preferred stock, $0.001 par value, 1,000,000 shares authorized, none issued and outstanding | 0 | 0 |
Common stock, $0.001 par value, 60,000,000 shares authorized, 33,497,690 and 32,781,704 issued and outstanding, as of June 30, 2017 and September 30, 2016, respectively | 33 | 33 |
Additional paid-in capital | 76,457 | 71,036 |
Accumulated other comprehensive loss | (31) | (42) |
Accumulated deficit | (30,316) | (31,542) |
Total stockholders’ equity | 46,143 | 39,485 |
Total liabilities and stockholders’ equity | $ 56,540 | $ 48,385 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2017 | Sep. 30, 2016 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized (in shares) | 1,000,000 | 1,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 60,000,000 | 60,000,000 |
Common stock, shares issued (in shares) | 33,497,690 | 32,781,704 |
Common stock, shares outstanding (in shares) | 33,497,690 | 32,781,704 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Other Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Revenue | ||||
Software | $ 7,464 | $ 5,760 | $ 21,244 | $ 16,046 |
SaaS, maintenance and consulting | 4,334 | 3,345 | 11,242 | 8,985 |
Total revenue | 11,798 | 9,105 | 32,486 | 25,031 |
Operating costs and expenses | ||||
Cost of revenue-software | 404 | 157 | 772 | 679 |
Cost of revenue-SaaS, maintenance and consulting | 778 | 636 | 2,131 | 1,776 |
Selling and marketing | 3,487 | 2,940 | 11,029 | 7,956 |
Research and development | 2,652 | 1,940 | 7,504 | 5,460 |
General and administrative | 3,363 | 2,182 | 8,348 | 6,537 |
Acquisition-related costs and expenses | 630 | 556 | 1,666 | 1,640 |
Total operating costs and expenses | 11,314 | 8,411 | 31,450 | 24,048 |
Operating income | 484 | 694 | 1,036 | 983 |
Other income, net | 149 | 45 | 281 | 111 |
Income before income taxes | 633 | 739 | 1,317 | 1,094 |
Income tax provision | (17) | 0 | (91) | (95) |
Net income | $ 616 | $ 739 | $ 1,226 | $ 999 |
Net income per share – basic (in dollars per share) | $ 0.02 | $ 0.02 | $ 0.04 | $ 0.03 |
Net income per share - diluted (in dollars per share) | $ 0.02 | $ 0.02 | $ 0.03 | $ 0.03 |
Shares used in calculating net income per share – basic (in shares) | 33,023,622 | 31,823,386 | 32,732,323 | 31,477,723 |
Shares used in calculating net income per share – diluted (in shares) | 35,609,724 | 34,531,964 | 35,033,374 | 33,461,787 |
Other comprehensive income | ||||
Net income | $ 616 | $ 739 | $ 1,226 | $ 999 |
Foreign currency translation adjustment | 318 | 31 | 22 | (98) |
Unrealized gain (loss) on investments | (5) | 26 | (23) | 33 |
Other comprehensive income | $ 929 | $ 796 | $ 1,225 | $ 934 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Operating activities: | ||
Net income | $ 1,226 | $ 999 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Stock-based compensation expense | 3,945 | 3,108 |
Amortization of closing and earnout shares | 1,232 | 1,128 |
Amortization of intangible assets | 434 | 449 |
Depreciation and amortization | 267 | 329 |
Amortization of investment premiums | 31 | 131 |
Changes in assets and liabilities: | ||
Accounts receivable | (1,436) | (672) |
Other assets | 138 | (587) |
Accounts payable | 507 | (431) |
Accrued payroll and related taxes | 92 | 377 |
Deferred revenue | 389 | 262 |
Other liabilities | 366 | 198 |
Net cash provided by operating activities | 7,191 | 5,291 |
Investing activities: | ||
Purchases of investments | (28,156) | (28,946) |
Sales and maturities of investments | 21,300 | 24,549 |
Purchases of property and equipment | (360) | (140) |
Net cash used in investing activities | (7,216) | (4,537) |
Financing activities: | ||
Proceeds from exercise of stock options, net | 381 | 1,599 |
Principal payments on capital lease obligations | 0 | (17) |
Net cash provided by financing activities | 381 | 1,582 |
Foreign currency effect on cash and cash equivalents | (67) | (80) |
Net increase in cash and cash equivalents | 289 | 2,256 |
Cash and cash equivalents at beginning of period | 9,010 | 2,753 |
Cash and cash equivalents at end of period | 9,299 | 5,009 |
Supplemental disclosures of cash flow information: | ||
Cash paid for interest | 0 | 1 |
Cash paid for income taxes | 105 | 84 |
Supplemental disclosures of non-cash investing and financing activities: | ||
Unrealized holding gain (loss) on available-for-sale investments | $ (23) | $ 33 |
Nature of Operations and Summar
Nature of Operations and Summary of Significant Accounting Policies | 9 Months Ended |
Jun. 30, 2017 | |
Accounting Policies [Abstract] | |
Nature of Operations and Summary of Significant Accounting Policies | NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Nature of Operations Mitek Systems, Inc. ("Mitek" or the “Company”) is a global provider of mobile capture and identity verification software solutions for enterprises. Mitek currently serves more than 5,800 financial services organizations and leading brands across the globe. The Company's solutions are embedded in native mobile apps and mobile optimized websites to facilitate better mobile user experiences and compliant transactions. Mitek invented Mobile Deposit® which is used today by millions of consumers in the U.S. and Canada for mobile check deposit. Following the success of Mobile Deposit®, Mitek has introduced a multi-check capture solution that enables businesses to deposit multiple checks in one batch using a mobile device. Mitek is also applying its mobile and imaging expertise to digital identity verification globally. Mitek’s image based identity verification product, Mobile Verify™, is empowering the digital transformation of companies operating in highly regulated markets by enabling them to identify the individuals with whom they are conducting business. Identity verification is mandatory to comply with many governmental Know Your Customer and Anti-Money Laundering regulatory requirements around the globe. Mitek's identity verification technology has been selected for use with digital/mobile on-boarding and user re-authentication, as well as by money transmitters, when irregular activity is suspected. While the Company's solutions are primarily used in financial services (banks, credit unions, lenders, payments processors, card issuers, insurers, etc.) Mitek is also seeing adoption by telecommunications, healthcare, travel, retail, sharing economy companies and more. Mitek markets and sells its products and services worldwide through internal, direct sales teams located in the U.S. and Europe as well as through channel partners. The Company's direct sales strategy concentrates on large financial services organizations and medium-sized companies. The Company's partner sales strategy includes channel partners who are financial services technology providers. These partners integrate Mitek's products into their solutions to meet the needs of their customers. The majority of revenue is derived from software licenses with increasing revenues from software as a service (“SaaS”) contracts. Basis of Presentation The accompanying unaudited consolidated financial statements of the Company as of June 30, 2017 have been prepared in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X and, accordingly, they do not include all information and footnote disclosures required by accounting principles generally accepted in the U.S. (“GAAP”). The Company believes the footnotes and other disclosures made in the financial statements are adequate for a fair presentation of the results of the interim periods presented. The financial statements include all adjustments (solely of a normal recurring nature) which are, in the opinion of management, necessary to make the information presented not misleading. You should read these financial statements and the accompanying notes in conjunction with the financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, 2016 , filed with the U.S. Securities and Exchange Commission on December 9, 2016. Results for the three and nine months ended June 30, 2017 are not necessarily indicative of results for any other interim period or for a full fiscal year. Principles of Consolidation The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. Foreign Currency The Company’s foreign subsidiaries operate and sell the Company’s products and services in various countries and jurisdictions around the world. As a result, the Company is exposed to foreign currency exchange risks. For those subsidiaries whose functional currency is not the U.S. dollar, assets and liabilities are translated into U.S. dollar equivalents at the exchange rate in effect on the balance sheet date and revenues and expenses are translated into U.S. dollars using the average exchange rate over the period. Resulting currency translation adjustments are recorded in accumulated other comprehensive income (loss) in the Consolidated Balance Sheets. The Company recorded net gains resulting from foreign exchange translation of $318,000 and $31,000 for the three months ended June 30, 2017 and 2016 , respectively. The Company recorded a net gain resulting from foreign exchange translation of $22,000 for the nine months ended June 30, 2017 and a net loss resulting from foreign exchange translation of $98,000 for the nine months ended June 30, 2016 . Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue, expenses and related disclosure of contingent assets and liabilities. On an ongoing basis, management reviews its estimates based upon currently available information. Actual results could differ materially from those estimates. These estimates include, but are not limited to, assessing the collectability of accounts receivable, estimation of the value of stock-based compensation awards, fair value of assets and liabilities acquired, impairment of goodwill, useful lives of intangible assets, vendor specific objective evidence (“VSOE”) of fair value related to revenue recognition, contingent consideration and income taxes. Goodwill and Purchased Intangible Assets Goodwill resulted from the acquisition of IDchecker (as defined below) in fiscal year 2015. Goodwill and intangible assets with indefinite useful lives are not amortized, but are tested for impairment at least annually or as circumstances indicate that their value may no longer be recoverable. In accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 350, Intangibles—Goodwill and Other (“ASC 350”), the Company reviews the goodwill and indefinite-lived intangible asset for impairment at least annually in the fourth fiscal quarter and more frequently if events or changes in circumstances occur that indicate a potential reduction in the fair value of the reporting unit and/or the indefinite-lived intangible asset below their respective carrying values. Examples of such events or circumstances include a significant adverse change in legal factors or in the business climate, a significant decline in the stock price, a significant decline in projected revenue or cash flows, an adverse action or assessment by a regulator, unanticipated competition, a loss of key personnel, or the presence of other indicators that would indicate a reduction in the fair value of a reporting unit. Goodwill is considered to be impaired if the Company determines that the carrying value of the reporting unit to which the goodwill has been assigned exceeds management’s estimate of its fair value. Based on the guidance provided by ASC 350 and FASB ASC Topic 280, Segment Reporting , management has determined that the Company operates in one segment and consists of one reporting unit given the similarities in economic characteristics between operations and the common nature of the products, services and customers. As the Company has only one reporting unit, and because the Company is publicly traded, the Company determines the fair value of the reporting unit based on market capitalization as this represents the best evidence of fair value. The Company assesses goodwill and intangible assets for impairment using fair value measurement techniques on an annual basis during the fourth quarter of the year, or more frequently if indicators of impairment exist. An interim goodwill test is performed when it is more likely than not that the fair value of a reporting unit is less than the carrying amount. Intangible assets are amortized over their useful lives. Each period, the Company evaluates the estimated remaining useful life of its intangible assets and whether events or changes in circumstances warrant a revision to the remaining period of amortization. The carrying amounts of these assets are periodically reviewed for impairment whenever events or changes in circumstances indicate that the carrying value of these assets may not be recoverable. Recoverability of these assets is measured by comparing the carrying amount of each asset to the future undiscounted cash flows the asset is expected to generate. The carrying amount of such assets is reduced to fair value if the undiscounted cash flows used in the test for recoverability are less than the carrying amount of such assets. Net Income Per Share The Company calculates net income per share in accordance with FASB ASC Topic 260, Earnings per Share . Basic net income per share is based on the weighted average number of common shares outstanding during the period. Diluted net income per share also gives effect to all potentially dilutive securities outstanding during the period, such as options and restricted stock units (“RSUs”), if dilutive. In a period with a net loss position, potentially dilutive securities are not included in the computation of diluted net loss because to do so would be antidilutive, and the number of shares used to calculate basic and diluted net loss is the same. For the three and nine months ended June 30, 2017 and 2016 , the following potentially dilutive common shares were excluded from the calculation of net income per share, as they would have been antidilutive: Three Months Ended June 30, Nine Months Ended June 30, 2017 2016 2017 2016 Stock options 582,312 516,671 586,707 899,426 RSUs 54,600 6,374 18,200 41,620 IDchecker closing shares 31,731 238,688 37,225 322,399 IDchecker earnout shares 46,694 — 46,660 — Total potentially dilutive common shares outstanding 715,337 761,733 688,792 1,263,445 The calculation of basic and diluted net loss per share is as follows ( amounts in thousands, except share data) : Three Months Ended June 30, Nine Months Ended June 30, 2017 2016 2017 2016 Net income $ 616 $ 739 $ 1,226 $ 999 Weighted-average shares outstanding – basic 33,023,622 31,823,386 32,732,323 31,477,723 Common stock equivalents 2,586,102 2,708,578 2,301,051 1,984,064 Weighted-average shares outstanding – diluted 35,609,724 34,531,964 35,033,374 33,461,787 Net income per share: Basic $ 0.02 $ 0.02 $ 0.04 $ 0.03 Diluted $ 0.02 $ 0.02 $ 0.03 $ 0.03 Revenue Recognition Revenue from sales of software licenses sold through direct and indirect channels is recognized upon shipment of the related product, if the requirements of FASB ASC Topic 985-605, Software Revenue Recognition (“ASC 985-605”) are met, including evidence of an arrangement, delivery, fixed or determinable fee, collectability and VSOE of the fair value of the undelivered element. If the requirements of ASC 985-605 are not met at the date of shipment, revenue is not recognized until such elements are known or resolved. Revenue from customer support services, or maintenance revenue, includes post-contract support and the rights to unspecified upgrades and enhancements. VSOE of fair value for customer support services is determined by reference to the price the customer pays for such element when sold separately; that is, the renewal rate offered to customers. In those instances, when objective and reliable evidence of fair value exists for the undelivered items but not for the delivered items, the residual method is used to allocate the arrangement consideration. Under the residual method, the amount of arrangement consideration allocated to the delivered items equals the total arrangement consideration less the aggregate fair value of the undelivered items. Revenue from post-contract customer support is recognized ratably over the term of the contract. Certain customers have agreements that provide for usage fees above fixed minimums. Usage fees above fixed minimums are recognized as revenue when such amounts are reasonably estimable and billable. Revenue from professional services is recognized when such services are delivered. When a software sales arrangement requires professional services related to significant production, modification or customization of software, or when a customer considers professional services essential to the functionality of the software product, revenue is recognized based on predetermined milestone objectives required to complete the project, as those milestone objectives are deemed to be substantive in relation to the work performed. Any expected losses on contracts in progress are recorded in the period in which the losses become probable and reasonably estimable. The Company provides hosting services that give customers access to software that resides on Company servers. The Company’s model typically includes an up-front fee and a monthly commitment from the customer that commences upon completion of the implementation through the remainder of the customer life. The up-front fee is the initial setup fee, or the implementation fee. The monthly commitment includes, but is not limited to, a fixed monthly fee or a transactional fee based on system usage that exceeds monthly minimums. If the up-front fee does not have standalone value, revenue is deferred until the date the customer commences use of the Company’s services, at which point the up-front fees are recognized ratably over the life of the customer arrangement. If the up-front fee has standalone value, revenue is deferred until the work has been performed. In determining whether professional services have standalone value, the Company considers the following factors for each customer arrangement: availability of the services from other vendors, the nature of the professional services, the timing of when the professional services contract was signed in comparison to the subscription service start date and the contractual dependence of the subscription service on the customer’s satisfaction with the professional services work. Investments Investments consist of corporate notes and bonds, and commercial paper. The Company classifies investments as available-for-sale at the time of purchase and reevaluates such classification as of each balance sheet date. All investments are recorded at estimated fair value. Unrealized gains and losses for available-for-sale securities are included in accumulated other comprehensive income, a component of stockholders’ equity. The Company evaluates its investments to assess whether those with unrealized loss positions are other-than-temporarily impaired. Impairments are considered to be other-than-temporary if they are related to deterioration in credit risk or if it is likely that the Company will sell the securities before the recovery of its cost basis. Realized gains and losses and declines in value judged to be other-than-temporary are determined based on the specific identification method and are reported in other income, net in the Statements of Operations and Other Comprehensive Income. No other-than-temporary impairment charges were recognized in the three and nine months ended June 30, 2017 or 2016 . All investments whose maturity or sale is expected within one year are classified as “current” on the Consolidated Balance Sheets. All other securities are classified as “long-term” on the Consolidated Balance Sheets. Accounts Receivable and Allowance for Doubtful Accounts Trade accounts receivable are recorded at the net invoice value and are not interest bearing. The Company considers receivables past due based on the contractual payment terms. Allowances for doubtful accounts are established based on various factors, including credit profiles of the Company’s customers, contractual terms and conditions, historical payments, and current economic trends. The Company reviews its allowances by assessing individual accounts receivable over a specific aging and amount. Accounts receivable are written off on a case-by-case basis, net of any amounts that may be collected. The Company maintained an allowance for doubtful accounts of $23,000 and $35,000 as of June 30, 2017 and September 30, 2016 , respectively. Capitalized Software Development Costs Costs incurred for the development of software that will be sold, leased or otherwise marketed are capitalized when technological feasibility has been established. Software development costs consist primarily of compensation of development personnel and related overhead incurred to develop new products and upgrade and enhance the Company’s current products, as well as fees paid to outside consultants. Capitalization of software development costs ceases and amortization of capitalized software development costs commences when the products are available for general release. For the three and nine months ended June 30, 2017 and 2016 , no software development costs were capitalized because the time period and costs incurred between technological feasibility and general release for all software product releases were not material or were not realizable. Guarantees In the ordinary course of business, the Company is not subject to potential obligations under guarantees that fall within the scope of FASB ASC Topic 460, Guarantees (“ASC 460”), except for standard indemnification and warranty provisions that are contained within many of the Company’s customer license and service agreements and certain supplier agreements, and give rise only to the disclosure requirements prescribed by ASC 460. Indemnification and warranty provisions contained within the Company’s customer license and service agreements and certain supplier agreements are generally consistent with those prevalent in the Company’s industry. The Company has not previously incurred significant costs to settle claims or pay awards under these indemnification or warranty obligations. The Company accounts for these obligations in accordance with FASB ASC Topic 450, Contingencies (“ASC 450”), and records a liability for these obligations when a loss is probable and reasonably estimable. The Company has not recorded any liabilities for these obligations as of June 30, 2017 or September 30, 2016 . Fair Value of Equity Instruments The fair value of equity instruments involves significant estimates based on underlying assumptions made by management. The fair value for purchase rights under the Company’s equity plans is measured at the grant date using a Black-Scholes valuation model, which involves estimates of stock volatility, expected life of the instruments and other assumptions, and using the closing price of the Company’s common stock on the grant date for RSUs. The fair value of stock-based awards is recognized as an expense over the respective terms of the awards. Deferred Income Taxes Deferred income taxes reflect the net tax effect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the tax basis of such assets and liabilities. The Company maintains a valuation allowance against its deferred tax assets due to the uncertainty regarding the future realization of such assets, which is based on historical taxable income, projected future taxable income and the expected timing of the reversals of existing temporary differences. Until such time as the Company can demonstrate that it will no longer incur losses, or if the Company is unable to generate sufficient future taxable income, it could be required to maintain the valuation allowance against its deferred tax assets. Comprehensive Loss Comprehensive loss consists of net loss, unrealized gains and losses on available-for-sale securities and foreign currency translation adjustments. Included on the Consolidated Balance Sheets at June 30, 2017 is an accumulated other comprehensive loss of $31,000 , compared to $42,000 at September 30, 2016 , related to the Company’s available-for-sale securities and foreign currency translation adjustments. Recently Adopted Accounting Pronouncements In September 2015, the FASB issued Accounting Standards Update (“ASU”) No. 2015-16, Simplifying the Accounting for Measurement-Period Adjustments (Topic 805) (“ASU 2015-16”) which eliminates the requirement to restate prior period financial statements for measurement period adjustments. ASU 2015-16 requires that the cumulative impact of a measurement period adjustment (including the impact on prior periods) be recognized in the reporting period in which the adjustment is identified. The new standard is effective for interim and annual periods beginning after December 15, 2015 and early adoption is permitted. The Company had adopted the standard prospectively as of October 1, 2016. The adoption of ASU 2015-16 did not have a material impact on the results of operations, financial condition, or cash flows of the Company. Recently Issued Accounting Pronouncements In May 2017, the FASB issued ASU No. 2017-09, Compensation – Stock Compensation (Topic 718): Scope of Modification Accounting ("ASU 2017-09"), which provides guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting in Topic 718. ASU 2017-09 requires entities to account for the effects of a modification unless the fair value, vesting conditions, and classification of the modified award are all the same as the original award immediately before the original award is modified. ASU 2017-09 is effective for interim and annual reporting periods beginning after December 15, 2017 with early adoption permitted. The Company does not expect the adoption of ASU 2017-09 to have a material impact on its consolidated financial statements. In January 2017, the FASB issued ASU No. 2017-04, Intangibles – Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment (“ASU 2017-04”), which eliminates Step 2 of the goodwill impairment test that had required a hypothetical purchase price allocation. Rather, entities should apply the same impairment assessment to all reporting units and recognize an impairment loss for the amount by which a reporting unit's carrying amount exceeds its fair value, without exceeding the total amount of goodwill allocated to that reporting unit. Entities will continue to have the option to perform a qualitative assessment for a reporting unit to determine if the quantitative impairment test is necessary. ASU 2017-04 will be effective prospectively for annual or interim goodwill impairment tests in fiscal years beginning after December 15, 2019, or those beginning after January 1, 2017 if adopted early. The Company does not expect the adoption of ASU 2017-04 to have a material impact on its consolidated financial statements. In January 2017, the FASB issued ASU No. 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business (“ASU 2017-01”), which clarifies the definition of a business with the objective of adding guidance and providing a more robust framework to assist reporting organizations with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. For public entities, ASU 2017-01 is effective prospectively for fiscal years, including interim periods within those fiscal years, beginning after December 15, 2017, with early adoption permitted for transactions occurring before the issuance or effective date of the standard for which financial statements have not yet been issued. The Company does not expect the adoption of ASU 2017-01 to have a material impact on its consolidated financial statements. In October 2016, the FASB issued ASU No. 2016-16, Intra-Entity Transfers of Assets Other Than Inventory (Topic 740) (“ASU 2016-16”), which requires entities to recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. ASU 2016-16 is effective for interim and annual reporting periods beginning after December 15, 2017 with early adoption permitted. The Company is currently evaluating the impact ASU 2016-16 will have on its consolidated financial statements. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”), which requires entities to use a Current Expected Credit Loss model which is a new impairment model based on expected losses rather than incurred losses. Under this model, an entity would recognize an impairment allowance equal to its current estimate of all contractual cash flows that the entity does not expect to collect from financial assets measured at amortized cost. The entity's estimate would consider relevant information about past events, current conditions and reasonable and supportable forecasts. ASU 2016-13 is effective for interim and annual reporting periods beginning after December 31, 2019 with early adoption permitted for annual reporting periods beginning after December 31, 2018. The Company is currently evaluating the impact ASU 2016-13 will have on its consolidated financial statements. In March 2016, the FASB issued ASU No. 2016-09, Compensation – Stock Compensation (Topic 718) (“ASU 2016-09”), which simplified certain aspects of the accounting for share-based payment transactions, including income taxes, classification of awards and classification in the statement of cash flows. ASU 2016-09 will be effective for the Company beginning in its first quarter of fiscal 2018. The Company does not expect the adoption of ASU 2016-09 to have a material impact on its consolidated financial statements. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) (“ASU 2016-02”), which modified lease accounting for both lessees and lessors to increase transparency and comparability by recognizing lease assets and lease liabilities by lessees for those leases classified as operating leases under previous accounting standards and disclosing key information about leasing arrangements. ASU 2016-02 will be effective for the Company beginning in its first quarter of fiscal 2020 and early adoption is permitted. The Company is currently evaluating the timing of its adoption and the impact of adopting the new lease standard on its consolidated financial statements. In May 2014, the FASB issued guidance codified in FASB ASC Topic 606, Revenue Recognition – Revenue from Contracts with Customers (“ASC 606”), which amends the guidance in former ASC 605, Revenue Recognition . This accounting standard update will be effective for the Company beginning in the first quarter of fiscal 2019. The Company is currently evaluating the impact of the provisions of ASC 606. No other new accounting pronouncement issued or effective during the three months ended June 30, 2017 had, or is expected to have, a material impact on the Company’s consolidated financial statements. |
Business Combination
Business Combination | 9 Months Ended |
Jun. 30, 2017 | |
Business Combinations [Abstract] | |
Business Combination | BUSINESS COMBINATION On June 17, 2015 , the Company completed the acquisition (the “Acquisition”) of IDchecker NL B.V., a company incorporated under the laws of the Netherlands (“IDC NL”), and ID Checker, Inc., a California corporation and wholly owned subsidiary of IDC NL (“IDC Inc.” and together with IDC NL, “IDchecker”), pursuant to a Share Purchase Agreement (the “Share Purchase Agreement”) dated May 26, 2015, by and among the Company, IDC NL, ID Checker Holding B.V. (“Parent”), Stichting Administratiekantoor OPID (together with Parent, the “Sellers”), and the other individuals specified therein. Upon completion of the Acquisition, IDC NL and IDC Inc. became wholly owned subsidiaries of the Company and the transaction has been accounted for as an acquisition of a business. IDchecker is a provider of cloud-based identification document verification services. Pursuant to the terms of the Share Purchase Agreement, the Company acquired all of the issued and outstanding shares of IDC NL and IDC Inc. At the closing of the Acquisition, the Company paid a purchase price of $5.9 million , which consisted of (i) a cash payment to the Sellers of $5.6 million , subject to adjustments for transaction expenses, indebtedness, and working capital adjustments (the “Cash Payment”) and (ii) the forgiveness of the outstanding balance of approximately $0.3 million on a promissory note issued by the Company to Parent. Approximately $2.7 million in shares of the Company’s common stock (the “Closing Shares”), par value $0.001 per share (“Common Stock”), or 712,790 shares, were issued to the Sellers at the closing of the Acquisition. In January 2016, the Company issued 137,306 additional shares (the “Earnout Shares”), to the Sellers for achievement by IDchecker of certain revenue and net income targets for the nine-month period ended September 30, 2015. Additionally, 81,182 Earnout Shares were earned by the Sellers for achievement by IDchecker of certain revenue and net income targets for the twelve-month period ended September 30, 2016. Vesting of both the Closing Shares and Earnout Shares is subject to the continued employment of the founders of IDchecker and such shares are being accounted for as compensation for future services in accordance with FASB ASC Topic 718, Compensation – Stock Compensation . For additional information regarding the Closing Shares and Earnout Shares, see Note 5 to the Company’s consolidated financial statements. Upon the closing of the Acquisition, the Company deposited $1.8 million of the Cash Payment and 20% of the Closing Shares into an escrow fund to serve as collateral and partial security for working capital adjustments and certain indemnification rights. In January 2016, the Company also deposited 27,461 Earnout Shares into an escrow fund. Additionally, when the Earnout Shares are issued in respect of the twelve-month period ended September 30, 2016, 20% of such Earnout Shares will be added to the escrow fund. The escrow fund will be maintained until the date that is 24 months after the Earnout Shares for the twelve-month period ended September 30, 2016 are issued or until such earlier time as the escrow fund is exhausted. The following table summarizes the estimated fair values of the assets acquired and liabilities assumed as part of the Acquisition as of June 17, 2015 (amounts shown in thousands): June 17, 2015 Current assets $ 620 Property, plant and equipment 42 Intangible assets 3,570 Assets acquired $ 4,232 Current liabilities $ (476 ) Other liabilities (810 ) Liabilities assumed $ (1,286 ) Fair value of net assets acquired $ 2,946 Total consideration paid 5,819 Goodwill before effect in exchange rates as of June 17, 2015 $ 2,873 Effect of movements in exchange rates as of June 30, 2017 41 Goodwill as of June 30, 2017 $ 2,914 The Company estimated the fair value of identifiable acquisition-related intangible assets primarily based on discounted cash flow projections that will arise from these assets. The Company exercised significant judgment with regard to assumptions used in the determination of fair value such as with respect to discount rates and the determination of the estimated useful lives of the intangible assets, (see Note 4 to the Company’s consolidated financial statements). The excess of the purchase price over the fair value of the assets acquired and liabilities assumed was allocated to goodwill. Goodwill in the amount of $2.9 million was recorded in the Consolidated Balance Sheets at the acquisition date. The goodwill recognized is due to expected synergies and other factors and is not expected to be deductible for income tax purposes. |
Investments
Investments | 9 Months Ended |
Jun. 30, 2017 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments | INVESTMENTS The following table summarizes investments by type of security as of June 30, 2017 (amounts shown in thousands): Cost Gross Unrealized Gains Gross Unrealized Losses Fair Market Value Available-for-sale securities: U.S. Treasury, short-term $ 8,899 $ — $ (6 ) $ 8,893 Corporate debt securities, short-term 20,118 — (10 ) 20,108 Corporate debt securities, long-term 4,618 1 (3 ) 4,616 Total $ 33,635 $ 1 $ (19 ) $ 33,617 The following table summarizes investments by type of security as of September 30, 2016 (amounts shown in thousands) : Cost Gross Unrealized Gains Gross Unrealized Losses Fair Market Value Available-for-sale securities: U.S. Treasury, short-term $ 12,907 $ 8 $ — $ 12,915 Corporate debt securities, short-term 11,949 2 (3 ) 11,948 Corporate debt securities, long-term 1,954 1 (3 ) 1,952 Total $ 26,810 $ 11 $ (6 ) $ 26,815 The cost of securities sold is based on the specific identification method. Amortization of premiums, accretion of discounts, interest, dividend income and realized gains and losses are included in investment income. The Company determines the appropriate designation of investments at the time of purchase and reevaluates such designation as of each balance sheet date. All of the Company’s investments are designated as available-for-sale debt securities. As of June 30, 2017 and September 30, 2016 , the Company’s short-term investments have maturity dates of less than one year from the balance sheet date and the Company’s long-term investments have maturity dates of greater than one year from the balance sheet date. Available-for-sale marketable securities are carried at fair value as determined by quoted market prices for identical or similar assets, with unrealized gains and losses, net of taxes, and reported as a separate component of stockholders’ equity. Management reviews the fair value of the portfolio at least monthly, and evaluates individual securities with fair value below amortized cost at the balance sheet date. For debt securities, in order to determine whether impairment is other-than-temporary, management must conclude whether the Company intends to sell the impaired security and whether it is more likely than not that the Company will be required to sell the security before recovering its amortized cost basis. If management intends to sell an impaired debt security or it is more likely than not that the Company will be required to sell the security prior to recovering its amortized cost basis, an other-than-temporary impairment is deemed to have occurred. The amount of an other-than-temporary impairment on debt securities related to a credit loss, or securities that management intends to sell before recovery, is recognized in earnings. The amount of an other-than-temporary impairment on debt securities related to other factors is recorded consistent with changes in the fair value of all other available-for-sale securities as a component of stockholders’ equity in other comprehensive income. No other-than-temporary impairment charges were recognized in the three and nine months ended June 30, 2017 and 2016 . Fair Value Measurements and Disclosures FASB ASC Topic 820, Fair Value Measurements (“ASC 820”) defines fair value, establishes a framework for measuring fair value under GAAP and enhances disclosures about fair value measurements. Fair value is defined under ASC 820 as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value under ASC 820 must maximize the use of observable inputs and minimize the use of unobservable inputs. ASC 820 describes a fair value hierarchy based on the following three levels of inputs that may be used to measure fair value, of which the first two are considered observable and the last, unobservable: • Level 1—Quoted prices in active markets for identical assets or liabilities; • Level 2—Inputs other than Level 1 inputs that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and • Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The following tables represent the fair value hierarchy of the Company’s investments and acquisition-related contingent consideration as of June 30, 2017 and September 30, 2016 , respectively (amounts shown in thousands) : Balance Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) June 30, 2017: Assets: Short-term investments: U.S. Treasury $ 8,893 $ 8,893 $ — $ — Corporate debt securities Financial 3,641 — 3,641 — Industrial 7,807 — 7,807 — Commercial paper Financial 6,669 — 6,669 — Industrial 1,991 — 1,991 — Total short-term investments at fair value 29,001 8,893 20,108 — Long-term investments: U.S. Treasury — — — — Corporate debt securities Financial 906 — 906 — Industrial 3,710 — 3,710 — Total assets at fair value $ 33,617 $ 8,893 $ 24,724 $ — Liabilities: Acquisition-related contingent consideration 378 — — 378 Total liabilities at fair value $ 378 $ — $ — $ 378 Balance Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) September 30, 2016: Assets: Short-term investments: U.S. Treasury $ 12,915 $ 12,915 $ — $ — Corporate debt securities Financial 3,963 — 3,963 — Industrial 4,445 — 4,445 — Commercial paper Financial 2,843 — 2,843 — Industrial 697 — 697 — Total short-term investments at fair value 24,863 12,915 11,948 — Long-term investments: Corporate debt securities Financial 502 — 502 — Industrial 1,450 — 1,450 — Total assets at fair value $ 26,815 $ 12,915 $ 13,900 $ — Liabilities: Acquisition-related contingent consideration 252 — — 252 Total liabilities at fair value $ 252 $ — $ — $ 252 Acquisition-related contingent consideration is recorded in other non-current liabilities in the Consolidated Balance Sheets. The following table includes a summary of the contingent consideration measured at fair value using significant unobservable inputs (Level 3) during the nine months ended June 30, 2017 (amounts shown in thousands) : Balance at September 30, 2016 $ 252 Expenses recorded due to changes in fair value 324 Issuance of common stock (198 ) Balance at June 30, 2017 $ 378 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 9 Months Ended |
Jun. 30, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | GOODWILL AND INTANGIBLE ASSETS Goodwill The Company had goodwill balances of $2.9 million at June 30, 2017 and September 30, 2016 , associated with the acquisition of IDchecker which occurred during fiscal year 2015. For information regarding the acquisition of IDchecker, see Note 2 to the Company’s consolidated financial statements. Goodwill represents the excess of costs over fair value of assets of businesses acquired. Goodwill acquired in a business combination and determined to have an indefinite useful life is not amortized, but instead is tested for impairment at least annually in accordance with ASC 350. Intangible assets Intangible assets include the value assigned to purchased completed technology, customer relationships, and trade names. The estimated useful lives for all of these intangible assets range from five to six years . Intangible assets as of June 30, 2017 are summarized as follows (amounts shown in thousands, except for years): Weighted Average Amortization Period Cost Accumulated Amortization Net Completed technologies 6 years $ 2,370 $ 783 $ 1,587 Customer relationships 6 years 970 321 649 Trade names 5 years 230 92 138 Total intangible assets $ 3,570 $ 1,196 $ 2,374 Amortization expense related to acquired intangible assets was $146,000 and $151,000 for the three months ended June 30, 2017 and 2016 , respectively, and $434,000 and $449,000 for the nine months ended June 30, 2017 and 2016 , respectively, and is recorded within acquisition-related costs and expenses on the Consolidated Statements of Operations and Other Comprehensive Income. The estimated future amortization expense related to intangible assets for each of the five succeeding fiscal years is expected to be as follows (amounts shown in thousands): Estimated Future Amortization Expense 2017 (remaining three months) $ 153 2018 611 2019 611 2020 598 2021 401 Total $ 2,374 |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Jun. 30, 2017 | |
Equity [Abstract] | |
Stockholders' Equity | STOCKHOLDERS’ EQUITY Stock-Based Compensation Expense The following table summarizes stock-based compensation expense related to stock options and RSUs, which was allocated as follows (amounts shown in thousands) : Three Months Ended June 30, Nine Months Ended June 30, 2017 2016 2017 2016 Cost of revenue $ 12 $ 11 $ 42 $ 21 Selling and marketing 371 290 1,113 820 Research and development 275 155 717 498 General and administrative 979 491 2,073 1,769 Stock-based compensation expense included in expenses $ 1,637 $ 947 $ 3,945 $ 3,108 The fair value calculations for stock-based compensation awards to employees for the nine months ended June 30, 2017 and 2016 were based on the following assumptions: Nine Months Ended June 30, 2017 Nine Months Ended June 30, 2016 Risk-free interest rate 1.68% – 1.92% 1.43% – 1.75% Expected life (years) 5.32 5.90 Expected volatility 78% 83% Expected dividends None None The expected life of options granted is derived using assumed exercise rates based on historical exercise patterns and vesting terms, and represents the period of time that options granted are expected to be outstanding. Expected stock price volatility is based upon implied volatility and other factors, including historical volatility. After assessing all available information on either historical volatility, or implied volatility, or both, the Company concluded that a combination of both historical and implied volatility provides the best estimate of expected volatility. As of June 30, 2017 , the Company had $10.9 million of unrecognized compensation expense related to outstanding stock options and RSUs expected to be recognized over a weighted-average period of approximately 2.2 years . 2012 Incentive Plan In January 2012, the Company’s board of directors (the “Board”) adopted the Mitek Systems, Inc. 2012 Incentive Plan (the “2012 Plan”), upon the recommendation of the compensation committee of the Board. On March 10, 2017, the Company’s stockholders approved the amendment and restatement of the 2012 Plan which increased the total number of shares of Common Stock reserved for issuance thereunder from 6,000,000 shares to 9,500,000 shares plus that number of shares of Common Stock that would otherwise return to the available pool of unissued shares reserved for awards under its 1999 Stock Option Plan, 2000 Stock Option Plan, 2002 Stock Option Plan, 2006 Stock Option Plan and 2010 Stock Option Plan (collectively, the “Prior Plans”). As of June 30, 2017 , (i) stock options to purchase 1,876,955 shares of Common Stock, 1,845,963 RSUs and 1,300,000 Senior Executive Performance RSUs were outstanding under the 2012 Plan, and 3,248,987 shares of Common Stock were reserved for future grants under the 2012 Plan and (ii) stock options to purchase an aggregate of 1,079,728 shares of Common Stock were outstanding under the Prior Plans. Director Restricted Stock Unit Plan In January 2011, the Board adopted the Mitek Systems, Inc. Director Restricted Stock Unit Plan, as amended and restated (the “Director Plan”), reserving up to 1,000,000 shares of Common Stock for the issuance of RSUs that may be granted to both employee and non-employee members of the Board. On March 10, 2017, the Company's stockholders approved an amendment to the Director Plan which increased the total number of shares of Common Stock reserved for issuance thereunder from 1,000,000 shares to 1,500,000 shares and extended the term of the Director Plan from December 5, 2020 to December 31, 2022. As of June 30, 2017 , (i) 543,385 RSUs were outstanding under the Director Plan and (ii) 531,786 shares of Common Stock were reserved for future grants under the Director Plan. Stock Options The following table summarizes stock option activity under the Company’s equity plans during the nine months ended June 30, 2017 : Number of Shares Weighted-Average Exercise Price Weighted-Average Remaining Contractual Term (in Years) Outstanding, September 30, 2016 3,015,374 $ 3.95 6.4 Granted 107,800 $ 6.13 Exercised (120,114 ) $ 3.17 Canceled (46,377 ) $ 4.30 Outstanding, June 30, 2017 2,956,683 $ 4.05 5.7 The Company recognized $0.3 million in stock-based compensation expense related to outstanding stock options in each of the three months ended June 30, 2017 and 2016 . The Company recognized $0.8 million and $1.1 million in stock-based compensation expense related to outstanding stock options in the nine months ended June 30, 2017 and 2016 , respectively. As of June 30, 2017 , the Company had $1.4 million of unrecognized compensation expense related to outstanding stock options expected to be recognized over a weighted-average period of approximately 1.7 years . Aggregate intrinsic value represents the value of the Company’s closing stock price on the last trading day of the fiscal period in excess of the weighted-average exercise price, multiplied by the number of options outstanding and exercisable. The total intrinsic value of options exercised during the nine months ended June 30, 2017 and 2016 was $0.6 million and $2.8 million , respectively. The per-share weighted-average fair value of options granted during the nine months ended June 30, 2017 was $3.98 . The aggregate intrinsic value of options outstanding as of June 30, 2017 and 2016 , was $13.9 million and $11.5 million , respectively. Restricted Stock Units The following table summarizes RSU activity under the Company’s equity plans during the nine months ended June 30, 2017 : Number of Shares Weighted-Average Fair Market Value Per Share Outstanding, September 30, 2016 2,046,169 $ 4.90 Granted 1,154,585 $ 6.36 Settled (684,174 ) $ 4.72 Canceled (127,232 ) $ 4.88 Outstanding, June 30, 2017 2,389,348 $ 5.47 The cost of RSUs is determined using the fair value of Common Stock on the award date, and the compensation expense is recognized ratably over the vesting period. The Company recognized $1.2 million and $0.7 million in stock-based compensation expense related to outstanding RSUs in the three months ended June 30, 2017 and 2016 , respectively. The Company recognized $3.0 million and $2.0 million in stock-based compensation expense related to outstanding RSUs in the nine months ended June 30, 2017 and 2016 , respectively. As of June 30, 2017 , the Company had $9.6 million of unrecognized compensation expense related to outstanding RSUs expected to be recognized over a weighted-average period of approximately 2.8 years . Senior Executive Performance RSUs On March 10, 2017, the Company granted 1,300,000 Senior Executive Long Term Incentive Restricted Stock Units ("Senior Executive Performance RSUs") under the 2012 Plan. On June 21, 2017, the Company granted an additional 300,000 Senior Executive Performance RSUs to Jeffrey Davison in connection with his appointment as the Company's Chief Financial Officer. 300,000 Senior Executive Performance RSUs granted to the Company's former Chief Financial Officer were canceled as a result of his resignation effective July 1, 2017. Senior Executive Performance RSUs are purely performance-based, and no Senior Executive Performance RSUs vest unless, as of the end of the performance period (March 1, 2017 through the date that is 25 trading days after the first filing of an Annual Report on Form 10-K or Quarterly Report on Form 10-Q by the Company following September 30, 2019 (the “Performance Period”)) or in connection with a Change of Control (as defined the in 2012 Plan), a significant threshold level of stock price appreciation (or the equivalent in connection with a Change of Control that takes the form of an asset sale) has been achieved by the Company. Furthermore, the number of Senior Executive Performance RSUs that ultimately vest at the end of the Performance Period depends on whether the percentage increase in the Company’s stock price during the Performance Period equaled or outperformed the percentage increase in the Russell 2000 Index over the same period. The Senior Executive Performance RSUs will fully vest if the following market conditions are met: (i) the Company achieves a stock price of $20.00 per share or more at the end of the Performance Period, which is expected to end in January 2020; and (ii) the Company’s stock price growth during the Performance Period equaled or outperformed the stock price growth of the Russell 2000 Index. For stock prices between $16.00 per share and $20.00 per share, vesting will range (i) between 25% and 50% if the percentage increase in the Company’s stock price during the Performance Period was lower than the percentage increase of the Russell 2000 Index and (ii) between 50% and 100% if the percentage increase in the Company’s stock price during the Performance Period equaled or outperformed the percentage increase of the Russell 2000 Index, in each case, with higher vesting relating to increased stock prices, determined on the basis of a straight line interpolation. No Senior Executive Performance RSUs will vest if the Company’s stock price at the end of the Performance Period is below $16.00 per share and all unvested Senior Executive Performance RSUs shall be canceled. Upon cancellation, the shares subject to such Senior Executive Performance RSUs will not be returned to the 2012 Plan and will not be available for issuance under other types of Awards. Fifty percent of the Senior Executive Performance RSUs determined at the end of the Performance Period convert into unrestricted shares ( one share per RSU). The remaining 50% of the Senior Executive Performance RSUs vest subject to the participants’ continued employment through the one -year anniversary of the end of the Performance Period; provided, however that such remaining Senior Executive Performance RSUs shall fully vest upon a qualifying termination or a change in control during such one -year period. Accordingly, the related stock-based compensation expense will be recognized over these respective vesting periods. The Company estimated the fair value of the Senior Executive Performance RSUs on their grant date using the Monte-Carlo simulation (using the Company’s valuation date stock price, the annual risk-free interest rate, expected volatility, the probability of reaching the performance targets and a 20 -trading-day average stock price). The Company has estimated the aggregate fair value of the Senior Executive Performance RSUs at $2.1 million and recognized $100,000 and $130,000 in stock-based compensation expense related to outstanding Senior Executive Performance RSUs during the three and nine months ended June 30, 2017 , respectively. Closing Shares In connection with the closing of the Acquisition, the Company issued to the Sellers 712,790 shares of Common Stock. Vesting of these shares is subject to the continued employment of the founders of IDchecker and occurs over a period of 27 months (the “Service Period”) from the date of issuance. The cost of the Closing Shares is determined using the fair value of Common Stock on the award date, and the stock-based compensation is recognized ratably over the vesting period. Stock-based compensation expense related to the Closing Shares is recorded within acquisition-related costs and expenses on the Consolidated Statements of Operations and Other Comprehensive Income. The Company recognized $0.3 million in stock-based compensation expense related to the Closing Shares for each of the three months ended June 30, 2017 and 2016 , and $0.9 million for each of the nine months ended June 30, 2017 and 2016 . As of June 30, 2017 , the Company had $0.3 million of unrecognized compensation expense related to Closing Shares expected to be recognized over the remaining Service Period. Earnout Shares In addition to the Cash Payment and the issuance of Closing Shares, in each case at the closing of the Acquisition, the Company issued 137,306 Earnout Shares to the Sellers for achievement by IDchecker of certain revenue targets for the nine-month period ended September 30, 2015. Additionally, 81,182 Earnout Shares were earned by the Sellers for achievement by IDchecker of certain revenue targets for the twelve-month period ended September 30, 2016. Earnout Shares vest and will be eligible for resale such that 12.5% of the Earnout Shares will vest and be released for resale on the date that is six months following the date of issue and thereafter, the remaining 87.5% of the applicable Earnout Shares will vest and be released for resale in equal quarterly installments. Vesting of the Earnout Shares is subject to the continued employment of the founders of IDchecker through the date on which all Earnout Shares are fully vested. The Company estimated the fair value of the Earnout Shares using the Monte-Carlo simulation (using the Company’s valuation date stock price, the annual risk-free interest rate, expected volatility, the probability of reaching the performance targets and a 10 trading day average stock price). This model will be updated and the respective fair value adjusted each reporting period based on the relevant facts and conditions at the reporting date. Stock-based compensation expense related to the Earnout Shares is recorded within acquisition-related costs and expenses on the Consolidated Statements of Operations and Other Comprehensive Income. The Company recognized $177,000 and $73,000 in stock-based compensation expense related to the Earnout Shares for the three months ended June 30, 2017 and 2016 , respectively, and $324,000 and $220,000 for the nine months ended June 30, 2017 and 2016 , respectively. |
Income Taxes
Income Taxes | 9 Months Ended |
Jun. 30, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | INCOME TAXES The Company’s deferred tax assets are primarily comprised of federal and state net operating loss carryforwards. Such federal and state net operating loss carryforwards begin to expire in the fiscal year ending September 30, 2018 . The Company carries a deferred tax valuation allowance equal to 100% of the net deferred tax assets. In recording this allowance, management has considered a number of factors, particularly the Company’s recent history of sustained operating losses. Management has concluded that a valuation allowance is required for 100% of the net deferred tax assets as it is more likely than not that the deferred tax assets will not be realized. There can be no assurance that the Company will ever realize the benefit of any or all of the federal and state net operating loss carryforwards or the credit carryforwards, either due to ongoing operating losses or due to ownership changes, which may limit the usefulness of the net operating loss carryforwards. Due to the 100% valuation allowance on the net deferred tax assets, the Company does not anticipate that future changes in the Company’s unrecognized tax benefits will impact its effective tax rate. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Jun. 30, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | COMMITMENTS AND CONTINGENCIES Rothschild Mobile Imaging Innovations, Inc. On May 16, 2014, Rothschild Mobile Imaging Innovations, Inc. (“RMII”) filed a complaint against the Company in the U.S. District Court for the District of Delaware alleging that certain of the Company’s mobile imaging products infringe four RMII-owned patents related to mobile imaging technology. On June 1, 2014, RMII amended its complaint to add JPMorgan Chase & Co. and JPMorgan Chase Bank, N.A. (together, “Chase”), one of the Company’s customers, as a defendant in the lawsuit (as amended, the “Initial Lawsuit”). On September 8, 2014, RMII filed three additional complaints (the “Subsequent Lawsuits”) against the Company in the U.S. District Court for the District of Delaware. The Subsequent Lawsuits contain allegations substantially similar to the Initial Lawsuit regarding infringement by the Company’s mobile imaging products of the four RMII-owned patents related to mobile imaging technology, but name as co-defendants Citibank, N.A., Citigroup Inc., Wells Fargo & Company, Wells Fargo Bank, N.A., Bank of America Corporation and Bank of America, N.A., respectively (together with Chase, the “Bank Defendants”). RMII subsequently filed amended complaints (together with the Initial Lawsuit and the Subsequent Lawsuits, the “RMII Lawsuits”) adding as defendants both Fiserv and NCR (the “Distributor Defendants”), each of whom distributes the Company’s mobile imaging technology to one or more of the Bank Defendants. Based on the Company’s understanding of the claims, the Company agreed to accept the demands for indemnity and defense tendered by each of the Bank Defendants and Distributor Defendants in connection with the RMII Lawsuits. On November 10, 2014, the Company filed a motion to sever and stay the claims against Chase in the Initial Lawsuit pending resolution of RMII’s claims against the Company, which motion was granted on August 3, 2015. On November 19, 2014, the Company filed joinders to the motion to stay with respect to the Subsequent Lawsuits, which joinders were also granted on August 3, 2015. Additionally, the Patent Trial and Appeal Board (“PTAB”) of the Patent and Trademark Office instituted the Company’s petitions for Inter Partes Review (“IPR”) challenging the patentability of all four asserted patents, and the Court agreed to stay the litigation in its entirety until all of the decisions are rendered in the IPR proceedings. On July 20, 2016, the PTAB entered its final decision in the IPR proceedings. The PTAB ruled that all claims asserted in the litigation in all four RMII patents were directed to unpatentable subject matter and thus not patent eligible. On September 16, 2016, the parties filed a joint status report notifying the Court of the PTAB’s decisions in the IPRs. Through that notice, Mitek requested that the Court enter a judgment of non-infringement, or, in the alternative, dismiss all of RMII’s claims against all defendants with prejudice. On September 16, 2016, RMII filed a motion to dismiss without prejudice. The Company is currently controlling the defense of such claims and has taken actions to defend the RMII Lawsuits, as more fully described above. The Company believes that RMII’s claims are without merit and have vigorously defended against those claims. The Company does not believe that the results of the RMII Lawsuits will have a material adverse effect on its financial condition or results of operations. Other Legal Matters In addition to the foregoing, the Company is subject to various claims and legal proceedings arising in the ordinary course of its business. The Company accrues for such liabilities when it is both (i) probable that a loss has occurred and (ii) the amount of the loss can be reasonably estimated in accordance with ASC 450. While any legal proceeding has an element of uncertainty, the Company believes that the disposition of such matters, in the aggregate, will not have a material effect on the Company’s financial condition or results of operations. Facility Leases The Company’s principal executive offices, as well as its research and development facility, are located in approximately 28,354 square feet of office space in San Diego, California. The term of the lease for the Company’s offices commenced on October 1, 2016 and continues through April 30, 2020. The annual base rent under this lease is approximately $0.6 million per year. In connection with this lease, the Company received tenant improvement allowances totaling $0.3 million . These lease incentives are being amortized as a reduction of rent expense over the term of the lease. As of June 30, 2017 , the unamortized balance of the lease incentives was $0.2 million , of which $0.1 million has been included in other current liabilities and $0.1 million has been included in other non-current liabilities. The offices of IDchecker are located in the Netherlands and the term of this lease continues through May 31, 2020. The annual base rent under this lease is approximately €48,000 per year. The Company has a sales office in London, UK. The term of this lease continues through May 31, 2018. The annual base rent under this lease is approximately £77,000 per year. The Company believes its existing properties are in good condition and are sufficient and suitable for the conduct of its business. |
Revenue and Vendor Concentratio
Revenue and Vendor Concentrations | 9 Months Ended |
Jun. 30, 2017 | |
Risks and Uncertainties [Abstract] | |
Revenue and Vendor Concentrations | REVENUE AND VENDOR CONCENTRATIONS Revenue Concentration For the three months ended June 30, 2017 , the Company derived revenue of $5.0 million from two customers, with such customers accounting for 28% and 15% , respectively, of the Company’s total revenue. For the three months ended June 30, 2016 , the Company derived revenue of $3.7 million from two customers, with such customers accounting for 22% and 19% , respectively, of the Company’s total revenue. For the nine months ended June 30, 2017 , the Company derived revenue of $11.8 million from two customers, with such customers accounting for 25% and 11% , respectively, of the Company’s total revenue. For the nine months ended June 30, 2016 , the Company derived revenue of $4.4 million from one customer, with such customer accounting for 18% of the Company’s total revenue. The corresponding accounts receivable balances of customers from which revenues were in excess of 10% of total revenue were $3.6 million and $0.6 million at June 30, 2017 and 2016 , respectively. The Company’s revenue is derived primarily from sales by the Company to channel partners, including systems integrators and resellers, and end-users of licenses to sell products covered by the Company’s patented technologies. These contractual arrangements do not obligate the Company’s channel partners to order, purchase or distribute any fixed or minimum quantities of the Company’s products. In most cases, the channel partners purchase the license from the Company after they receive an order from an end-user. The channel partners receive orders from various individual end-users; therefore, the sale of a license to a channel partner may represent sales to multiple end-users. End-users can purchase the Company’s products through more than one channel partner. Revenues can fluctuate based on the timing of license renewals by channel partners. When a channel partner purchases or renews a license, the Company receives a license fee in consideration for the grant of a license to sell the Company’s products and there are no future payment obligations related to such agreement; therefore, the license fee the Company receives with respect to a particular license renewal in one period does not have a correlation with revenue in future periods. During the last several quarters, sales of licenses to one or more channel partners have comprised a significant part of the Company’s revenue. This is attributable to the timing of renewals or purchases of licenses and does not represent a dependence on any single channel partner. The Company believes that it is not dependent upon any single channel partner, even those from which revenues were in excess of 10% of the Company’s total revenue in a specific reporting period, and that the loss or termination of the Company’s relationship with any such channel partner would not have a material adverse effect on the Company’s future operations because either the Company or another channel partner could sell the Company’s products to the end-user that had purchased from the channel partner the Company lost. International sales accounted for approximately 14% of the Company’s total revenue for both the three and nine months ended June 30, 2017 . International sales accounted for approximately 11% and 10% of the Company’s total revenue for the three and nine months ended June 30, 2016 , respectively. Vendor Concentration The Company purchases its integrated software components from multiple third-party software providers at competitive prices. For the three and nine months ended June 30, 2017 and 2016 , the Company did not make purchases from any one vendor comprising 10% or more of the Company’s total purchases. The Company has entered into contractual relationships with some of its vendors; however, the Company does not believe it is substantially dependent upon nor exposed to any significant concentration risk related to purchases from any of its vendors given the availability of alternative sources for its necessary integrated software components. |
Nature of Operations and Summ14
Nature of Operations and Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Jun. 30, 2017 | |
Accounting Policies [Abstract] | |
Nature of Operations | Mitek Systems, Inc. ("Mitek" or the “Company”) is a global provider of mobile capture and identity verification software solutions for enterprises. Mitek currently serves more than 5,800 financial services organizations and leading brands across the globe. The Company's solutions are embedded in native mobile apps and mobile optimized websites to facilitate better mobile user experiences and compliant transactions. Mitek invented Mobile Deposit® which is used today by millions of consumers in the U.S. and Canada for mobile check deposit. Following the success of Mobile Deposit®, Mitek has introduced a multi-check capture solution that enables businesses to deposit multiple checks in one batch using a mobile device. Mitek is also applying its mobile and imaging expertise to digital identity verification globally. Mitek’s image based identity verification product, Mobile Verify™, is empowering the digital transformation of companies operating in highly regulated markets by enabling them to identify the individuals with whom they are conducting business. Identity verification is mandatory to comply with many governmental Know Your Customer and Anti-Money Laundering regulatory requirements around the globe. Mitek's identity verification technology has been selected for use with digital/mobile on-boarding and user re-authentication, as well as by money transmitters, when irregular activity is suspected. While the Company's solutions are primarily used in financial services (banks, credit unions, lenders, payments processors, card issuers, insurers, etc.) Mitek is also seeing adoption by telecommunications, healthcare, travel, retail, sharing economy companies and more. Mitek markets and sells its products and services worldwide through internal, direct sales teams located in the U.S. and Europe as well as through channel partners. The Company's direct sales strategy concentrates on large financial services organizations and medium-sized companies. The Company's partner sales strategy includes channel partners who are financial services technology providers. These partners integrate Mitek's products into their solutions to meet the needs of their customers. The majority of revenue is derived from software licenses with increasing revenues from software as a service (“SaaS”) contracts. |
Basis of Presentation | The accompanying unaudited consolidated financial statements of the Company as of June 30, 2017 have been prepared in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X and, accordingly, they do not include all information and footnote disclosures required by accounting principles generally accepted in the U.S. (“GAAP”). The Company believes the footnotes and other disclosures made in the financial statements are adequate for a fair presentation of the results of the interim periods presented. The financial statements include all adjustments (solely of a normal recurring nature) which are, in the opinion of management, necessary to make the information presented not misleading. You should read these financial statements and the accompanying notes in conjunction with the financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, 2016 , filed with the U.S. Securities and Exchange Commission on December 9, 2016. Results for the three and nine months ended June 30, 2017 are not necessarily indicative of results for any other interim period or for a full fiscal year. |
Principles of Consolidation | The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. |
Foreign Currency | The Company’s foreign subsidiaries operate and sell the Company’s products and services in various countries and jurisdictions around the world. As a result, the Company is exposed to foreign currency exchange risks. For those subsidiaries whose functional currency is not the U.S. dollar, assets and liabilities are translated into U.S. dollar equivalents at the exchange rate in effect on the balance sheet date and revenues and expenses are translated into U.S. dollars using the average exchange rate over the period. Resulting currency translation adjustments are recorded in accumulated other comprehensive income (loss) in the Consolidated Balance Sheets. |
Use of Estimates | The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue, expenses and related disclosure of contingent assets and liabilities. On an ongoing basis, management reviews its estimates based upon currently available information. Actual results could differ materially from those estimates. These estimates include, but are not limited to, assessing the collectability of accounts receivable, estimation of the value of stock-based compensation awards, fair value of assets and liabilities acquired, impairment of goodwill, useful lives of intangible assets, vendor specific objective evidence (“VSOE”) of fair value related to revenue recognition, contingent consideration and income taxes. |
Goodwill and Purchased Intangible Assets | Goodwill resulted from the acquisition of IDchecker (as defined below) in fiscal year 2015. Goodwill and intangible assets with indefinite useful lives are not amortized, but are tested for impairment at least annually or as circumstances indicate that their value may no longer be recoverable. In accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 350, Intangibles—Goodwill and Other (“ASC 350”), the Company reviews the goodwill and indefinite-lived intangible asset for impairment at least annually in the fourth fiscal quarter and more frequently if events or changes in circumstances occur that indicate a potential reduction in the fair value of the reporting unit and/or the indefinite-lived intangible asset below their respective carrying values. Examples of such events or circumstances include a significant adverse change in legal factors or in the business climate, a significant decline in the stock price, a significant decline in projected revenue or cash flows, an adverse action or assessment by a regulator, unanticipated competition, a loss of key personnel, or the presence of other indicators that would indicate a reduction in the fair value of a reporting unit. Goodwill is considered to be impaired if the Company determines that the carrying value of the reporting unit to which the goodwill has been assigned exceeds management’s estimate of its fair value. Based on the guidance provided by ASC 350 and FASB ASC Topic 280, Segment Reporting , management has determined that the Company operates in one segment and consists of one reporting unit given the similarities in economic characteristics between operations and the common nature of the products, services and customers. As the Company has only one reporting unit, and because the Company is publicly traded, the Company determines the fair value of the reporting unit based on market capitalization as this represents the best evidence of fair value. The Company assesses goodwill and intangible assets for impairment using fair value measurement techniques on an annual basis during the fourth quarter of the year, or more frequently if indicators of impairment exist. An interim goodwill test is performed when it is more likely than not that the fair value of a reporting unit is less than the carrying amount. Intangible assets are amortized over their useful lives. Each period, the Company evaluates the estimated remaining useful life of its intangible assets and whether events or changes in circumstances warrant a revision to the remaining period of amortization. The carrying amounts of these assets are periodically reviewed for impairment whenever events or changes in circumstances indicate that the carrying value of these assets may not be recoverable. Recoverability of these assets is measured by comparing the carrying amount of each asset to the future undiscounted cash flows the asset is expected to generate. The carrying amount of such assets is reduced to fair value if the undiscounted cash flows used in the test for recoverability are less than the carrying amount of such assets. |
Net Income Per Share | The Company calculates net income per share in accordance with FASB ASC Topic 260, Earnings per Share . Basic net income per share is based on the weighted average number of common shares outstanding during the period. Diluted net income per share also gives effect to all potentially dilutive securities outstanding during the period, such as options and restricted stock units (“RSUs”), if dilutive. In a period with a net loss position, potentially dilutive securities are not included in the computation of diluted net loss because to do so would be antidilutive, and the number of shares used to calculate basic and diluted net loss is the same. |
Revenue Recognition | Revenue from sales of software licenses sold through direct and indirect channels is recognized upon shipment of the related product, if the requirements of FASB ASC Topic 985-605, Software Revenue Recognition (“ASC 985-605”) are met, including evidence of an arrangement, delivery, fixed or determinable fee, collectability and VSOE of the fair value of the undelivered element. If the requirements of ASC 985-605 are not met at the date of shipment, revenue is not recognized until such elements are known or resolved. Revenue from customer support services, or maintenance revenue, includes post-contract support and the rights to unspecified upgrades and enhancements. VSOE of fair value for customer support services is determined by reference to the price the customer pays for such element when sold separately; that is, the renewal rate offered to customers. In those instances, when objective and reliable evidence of fair value exists for the undelivered items but not for the delivered items, the residual method is used to allocate the arrangement consideration. Under the residual method, the amount of arrangement consideration allocated to the delivered items equals the total arrangement consideration less the aggregate fair value of the undelivered items. Revenue from post-contract customer support is recognized ratably over the term of the contract. Certain customers have agreements that provide for usage fees above fixed minimums. Usage fees above fixed minimums are recognized as revenue when such amounts are reasonably estimable and billable. Revenue from professional services is recognized when such services are delivered. When a software sales arrangement requires professional services related to significant production, modification or customization of software, or when a customer considers professional services essential to the functionality of the software product, revenue is recognized based on predetermined milestone objectives required to complete the project, as those milestone objectives are deemed to be substantive in relation to the work performed. Any expected losses on contracts in progress are recorded in the period in which the losses become probable and reasonably estimable. The Company provides hosting services that give customers access to software that resides on Company servers. The Company’s model typically includes an up-front fee and a monthly commitment from the customer that commences upon completion of the implementation through the remainder of the customer life. The up-front fee is the initial setup fee, or the implementation fee. The monthly commitment includes, but is not limited to, a fixed monthly fee or a transactional fee based on system usage that exceeds monthly minimums. If the up-front fee does not have standalone value, revenue is deferred until the date the customer commences use of the Company’s services, at which point the up-front fees are recognized ratably over the life of the customer arrangement. If the up-front fee has standalone value, revenue is deferred until the work has been performed. In determining whether professional services have standalone value, the Company considers the following factors for each customer arrangement: availability of the services from other vendors, the nature of the professional services, the timing of when the professional services contract was signed in comparison to the subscription service start date and the contractual dependence of the subscription service on the customer’s satisfaction with the professional services work. |
Investments | Investments consist of corporate notes and bonds, and commercial paper. The Company classifies investments as available-for-sale at the time of purchase and reevaluates such classification as of each balance sheet date. All investments are recorded at estimated fair value. Unrealized gains and losses for available-for-sale securities are included in accumulated other comprehensive income, a component of stockholders’ equity. The Company evaluates its investments to assess whether those with unrealized loss positions are other-than-temporarily impaired. Impairments are considered to be other-than-temporary if they are related to deterioration in credit risk or if it is likely that the Company will sell the securities before the recovery of its cost basis. Realized gains and losses and declines in value judged to be other-than-temporary are determined based on the specific identification method and are reported in other income, net in the Statements of Operations and Other Comprehensive Income. No other-than-temporary impairment charges were recognized in the three and nine months ended June 30, 2017 or 2016 . All investments whose maturity or sale is expected within one year are classified as “current” on the Consolidated Balance Sheets. All other securities are classified as “long-term” on the Consolidated Balance Sheets. |
Accounts Receivable and Allowance for Doubtful Accounts | Trade accounts receivable are recorded at the net invoice value and are not interest bearing. The Company considers receivables past due based on the contractual payment terms. Allowances for doubtful accounts are established based on various factors, including credit profiles of the Company’s customers, contractual terms and conditions, historical payments, and current economic trends. The Company reviews its allowances by assessing individual accounts receivable over a specific aging and amount. Accounts receivable are written off on a case-by-case basis, net of any amounts that may be collected. |
Capitalized Software Development Costs | Costs incurred for the development of software that will be sold, leased or otherwise marketed are capitalized when technological feasibility has been established. Software development costs consist primarily of compensation of development personnel and related overhead incurred to develop new products and upgrade and enhance the Company’s current products, as well as fees paid to outside consultants. Capitalization of software development costs ceases and amortization of capitalized software development costs commences when the products are available for general release. |
Guarantees | In the ordinary course of business, the Company is not subject to potential obligations under guarantees that fall within the scope of FASB ASC Topic 460, Guarantees (“ASC 460”), except for standard indemnification and warranty provisions that are contained within many of the Company’s customer license and service agreements and certain supplier agreements, and give rise only to the disclosure requirements prescribed by ASC 460. Indemnification and warranty provisions contained within the Company’s customer license and service agreements and certain supplier agreements are generally consistent with those prevalent in the Company’s industry. The Company has not previously incurred significant costs to settle claims or pay awards under these indemnification or warranty obligations. The Company accounts for these obligations in accordance with FASB ASC Topic 450, Contingencies (“ASC 450”), and records a liability for these obligations when a loss is probable and reasonably estimable. |
Fair Value of Equity Instruments | The fair value of equity instruments involves significant estimates based on underlying assumptions made by management. The fair value for purchase rights under the Company’s equity plans is measured at the grant date using a Black-Scholes valuation model, which involves estimates of stock volatility, expected life of the instruments and other assumptions, and using the closing price of the Company’s common stock on the grant date for RSUs. The fair value of stock-based awards is recognized as an expense over the respective terms of the awards. |
Deferred Income Taxes | Deferred income taxes reflect the net tax effect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the tax basis of such assets and liabilities. The Company maintains a valuation allowance against its deferred tax assets due to the uncertainty regarding the future realization of such assets, which is based on historical taxable income, projected future taxable income and the expected timing of the reversals of existing temporary differences. Until such time as the Company can demonstrate that it will no longer incur losses, or if the Company is unable to generate sufficient future taxable income, it could be required to maintain the valuation allowance against its deferred tax assets. |
Comprehensive Loss | Comprehensive loss consists of net loss, unrealized gains and losses on available-for-sale securities and foreign currency translation adjustments. |
Recently Adopted Accounting Pronouncements | In September 2015, the FASB issued Accounting Standards Update (“ASU”) No. 2015-16, Simplifying the Accounting for Measurement-Period Adjustments (Topic 805) (“ASU 2015-16”) which eliminates the requirement to restate prior period financial statements for measurement period adjustments. ASU 2015-16 requires that the cumulative impact of a measurement period adjustment (including the impact on prior periods) be recognized in the reporting period in which the adjustment is identified. The new standard is effective for interim and annual periods beginning after December 15, 2015 and early adoption is permitted. The Company had adopted the standard prospectively as of October 1, 2016. The adoption of ASU 2015-16 did not have a material impact on the results of operations, financial condition, or cash flows of the Company. |
Recently Issued Accounting Pronouncements | In May 2017, the FASB issued ASU No. 2017-09, Compensation – Stock Compensation (Topic 718): Scope of Modification Accounting ("ASU 2017-09"), which provides guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting in Topic 718. ASU 2017-09 requires entities to account for the effects of a modification unless the fair value, vesting conditions, and classification of the modified award are all the same as the original award immediately before the original award is modified. ASU 2017-09 is effective for interim and annual reporting periods beginning after December 15, 2017 with early adoption permitted. The Company does not expect the adoption of ASU 2017-09 to have a material impact on its consolidated financial statements. In January 2017, the FASB issued ASU No. 2017-04, Intangibles – Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment (“ASU 2017-04”), which eliminates Step 2 of the goodwill impairment test that had required a hypothetical purchase price allocation. Rather, entities should apply the same impairment assessment to all reporting units and recognize an impairment loss for the amount by which a reporting unit's carrying amount exceeds its fair value, without exceeding the total amount of goodwill allocated to that reporting unit. Entities will continue to have the option to perform a qualitative assessment for a reporting unit to determine if the quantitative impairment test is necessary. ASU 2017-04 will be effective prospectively for annual or interim goodwill impairment tests in fiscal years beginning after December 15, 2019, or those beginning after January 1, 2017 if adopted early. The Company does not expect the adoption of ASU 2017-04 to have a material impact on its consolidated financial statements. In January 2017, the FASB issued ASU No. 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business (“ASU 2017-01”), which clarifies the definition of a business with the objective of adding guidance and providing a more robust framework to assist reporting organizations with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. For public entities, ASU 2017-01 is effective prospectively for fiscal years, including interim periods within those fiscal years, beginning after December 15, 2017, with early adoption permitted for transactions occurring before the issuance or effective date of the standard for which financial statements have not yet been issued. The Company does not expect the adoption of ASU 2017-01 to have a material impact on its consolidated financial statements. In October 2016, the FASB issued ASU No. 2016-16, Intra-Entity Transfers of Assets Other Than Inventory (Topic 740) (“ASU 2016-16”), which requires entities to recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. ASU 2016-16 is effective for interim and annual reporting periods beginning after December 15, 2017 with early adoption permitted. The Company is currently evaluating the impact ASU 2016-16 will have on its consolidated financial statements. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”), which requires entities to use a Current Expected Credit Loss model which is a new impairment model based on expected losses rather than incurred losses. Under this model, an entity would recognize an impairment allowance equal to its current estimate of all contractual cash flows that the entity does not expect to collect from financial assets measured at amortized cost. The entity's estimate would consider relevant information about past events, current conditions and reasonable and supportable forecasts. ASU 2016-13 is effective for interim and annual reporting periods beginning after December 31, 2019 with early adoption permitted for annual reporting periods beginning after December 31, 2018. The Company is currently evaluating the impact ASU 2016-13 will have on its consolidated financial statements. In March 2016, the FASB issued ASU No. 2016-09, Compensation – Stock Compensation (Topic 718) (“ASU 2016-09”), which simplified certain aspects of the accounting for share-based payment transactions, including income taxes, classification of awards and classification in the statement of cash flows. ASU 2016-09 will be effective for the Company beginning in its first quarter of fiscal 2018. The Company does not expect the adoption of ASU 2016-09 to have a material impact on its consolidated financial statements. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) (“ASU 2016-02”), which modified lease accounting for both lessees and lessors to increase transparency and comparability by recognizing lease assets and lease liabilities by lessees for those leases classified as operating leases under previous accounting standards and disclosing key information about leasing arrangements. ASU 2016-02 will be effective for the Company beginning in its first quarter of fiscal 2020 and early adoption is permitted. The Company is currently evaluating the timing of its adoption and the impact of adopting the new lease standard on its consolidated financial statements. In May 2014, the FASB issued guidance codified in FASB ASC Topic 606, Revenue Recognition – Revenue from Contracts with Customers (“ASC 606”), which amends the guidance in former ASC 605, Revenue Recognition . This accounting standard update will be effective for the Company beginning in the first quarter of fiscal 2019. The Company is currently evaluating the impact of the provisions of ASC 606. No other new accounting pronouncement issued or effective during the three months ended June 30, 2017 had, or is expected to have, a material impact on the Company’s consolidated financial statements. |
Nature of Operations and Summ15
Nature of Operations and Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Jun. 30, 2017 | |
Accounting Policies [Abstract] | |
Potentially Dilutive Common Shares Excluded from Calculation of Net Loss per Share | For the three and nine months ended June 30, 2017 and 2016 , the following potentially dilutive common shares were excluded from the calculation of net income per share, as they would have been antidilutive: Three Months Ended June 30, Nine Months Ended June 30, 2017 2016 2017 2016 Stock options 582,312 516,671 586,707 899,426 RSUs 54,600 6,374 18,200 41,620 IDchecker closing shares 31,731 238,688 37,225 322,399 IDchecker earnout shares 46,694 — 46,660 — Total potentially dilutive common shares outstanding 715,337 761,733 688,792 1,263,445 |
Calculation of Basic and Diluted Net Loss Per Share | The calculation of basic and diluted net loss per share is as follows ( amounts in thousands, except share data) : Three Months Ended June 30, Nine Months Ended June 30, 2017 2016 2017 2016 Net income $ 616 $ 739 $ 1,226 $ 999 Weighted-average shares outstanding – basic 33,023,622 31,823,386 32,732,323 31,477,723 Common stock equivalents 2,586,102 2,708,578 2,301,051 1,984,064 Weighted-average shares outstanding – diluted 35,609,724 34,531,964 35,033,374 33,461,787 Net income per share: Basic $ 0.02 $ 0.02 $ 0.04 $ 0.03 Diluted $ 0.02 $ 0.02 $ 0.03 $ 0.03 |
Business Combination (Tables)
Business Combination (Tables) | 9 Months Ended |
Jun. 30, 2017 | |
Business Combinations [Abstract] | |
Summary of Estimated Fair Values of the Assets Acquired and Liabilities Assumed as Part of a Business Acquisition | The following table summarizes the estimated fair values of the assets acquired and liabilities assumed as part of the Acquisition as of June 17, 2015 (amounts shown in thousands): June 17, 2015 Current assets $ 620 Property, plant and equipment 42 Intangible assets 3,570 Assets acquired $ 4,232 Current liabilities $ (476 ) Other liabilities (810 ) Liabilities assumed $ (1,286 ) Fair value of net assets acquired $ 2,946 Total consideration paid 5,819 Goodwill before effect in exchange rates as of June 17, 2015 $ 2,873 Effect of movements in exchange rates as of June 30, 2017 41 Goodwill as of June 30, 2017 $ 2,914 |
Investments (Tables)
Investments (Tables) | 9 Months Ended |
Jun. 30, 2017 | |
Investments, Debt and Equity Securities [Abstract] | |
Summary of Investments by Type of Security | The following table summarizes investments by type of security as of June 30, 2017 (amounts shown in thousands): Cost Gross Unrealized Gains Gross Unrealized Losses Fair Market Value Available-for-sale securities: U.S. Treasury, short-term $ 8,899 $ — $ (6 ) $ 8,893 Corporate debt securities, short-term 20,118 — (10 ) 20,108 Corporate debt securities, long-term 4,618 1 (3 ) 4,616 Total $ 33,635 $ 1 $ (19 ) $ 33,617 The following table summarizes investments by type of security as of September 30, 2016 (amounts shown in thousands) : Cost Gross Unrealized Gains Gross Unrealized Losses Fair Market Value Available-for-sale securities: U.S. Treasury, short-term $ 12,907 $ 8 $ — $ 12,915 Corporate debt securities, short-term 11,949 2 (3 ) 11,948 Corporate debt securities, long-term 1,954 1 (3 ) 1,952 Total $ 26,810 $ 11 $ (6 ) $ 26,815 |
Summary of Fair Value of Investments Measured on Recurring Basis | The following tables represent the fair value hierarchy of the Company’s investments and acquisition-related contingent consideration as of June 30, 2017 and September 30, 2016 , respectively (amounts shown in thousands) : Balance Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) June 30, 2017: Assets: Short-term investments: U.S. Treasury $ 8,893 $ 8,893 $ — $ — Corporate debt securities Financial 3,641 — 3,641 — Industrial 7,807 — 7,807 — Commercial paper Financial 6,669 — 6,669 — Industrial 1,991 — 1,991 — Total short-term investments at fair value 29,001 8,893 20,108 — Long-term investments: U.S. Treasury — — — — Corporate debt securities Financial 906 — 906 — Industrial 3,710 — 3,710 — Total assets at fair value $ 33,617 $ 8,893 $ 24,724 $ — Liabilities: Acquisition-related contingent consideration 378 — — 378 Total liabilities at fair value $ 378 $ — $ — $ 378 Balance Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) September 30, 2016: Assets: Short-term investments: U.S. Treasury $ 12,915 $ 12,915 $ — $ — Corporate debt securities Financial 3,963 — 3,963 — Industrial 4,445 — 4,445 — Commercial paper Financial 2,843 — 2,843 — Industrial 697 — 697 — Total short-term investments at fair value 24,863 12,915 11,948 — Long-term investments: Corporate debt securities Financial 502 — 502 — Industrial 1,450 — 1,450 — Total assets at fair value $ 26,815 $ 12,915 $ 13,900 $ — Liabilities: Acquisition-related contingent consideration 252 — — 252 Total liabilities at fair value $ 252 $ — $ — $ 252 |
Summary of Contingent Consideration Measured at Fair Value | The following table includes a summary of the contingent consideration measured at fair value using significant unobservable inputs (Level 3) during the nine months ended June 30, 2017 (amounts shown in thousands) : Balance at September 30, 2016 $ 252 Expenses recorded due to changes in fair value 324 Issuance of common stock (198 ) Balance at June 30, 2017 $ 378 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 9 Months Ended |
Jun. 30, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets | Intangible assets as of June 30, 2017 are summarized as follows (amounts shown in thousands, except for years): Weighted Average Amortization Period Cost Accumulated Amortization Net Completed technologies 6 years $ 2,370 $ 783 $ 1,587 Customer relationships 6 years 970 321 649 Trade names 5 years 230 92 138 Total intangible assets $ 3,570 $ 1,196 $ 2,374 |
Schedule of Estimated Future Amortization Expense | The estimated future amortization expense related to intangible assets for each of the five succeeding fiscal years is expected to be as follows (amounts shown in thousands): Estimated Future Amortization Expense 2017 (remaining three months) $ 153 2018 611 2019 611 2020 598 2021 401 Total $ 2,374 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 9 Months Ended |
Jun. 30, 2017 | |
Equity [Abstract] | |
Stock-Based Compensation Expense Related to Stock Options and RSUs | The following table summarizes stock-based compensation expense related to stock options and RSUs, which was allocated as follows (amounts shown in thousands) : Three Months Ended June 30, Nine Months Ended June 30, 2017 2016 2017 2016 Cost of revenue $ 12 $ 11 $ 42 $ 21 Selling and marketing 371 290 1,113 820 Research and development 275 155 717 498 General and administrative 979 491 2,073 1,769 Stock-based compensation expense included in expenses $ 1,637 $ 947 $ 3,945 $ 3,108 |
Fair Value Calculations for Stock-Based Compensation Awards | The fair value calculations for stock-based compensation awards to employees for the nine months ended June 30, 2017 and 2016 were based on the following assumptions: Nine Months Ended June 30, 2017 Nine Months Ended June 30, 2016 Risk-free interest rate 1.68% – 1.92% 1.43% – 1.75% Expected life (years) 5.32 5.90 Expected volatility 78% 83% Expected dividends None None |
Stock Option Activity | The following table summarizes stock option activity under the Company’s equity plans during the nine months ended June 30, 2017 : Number of Shares Weighted-Average Exercise Price Weighted-Average Remaining Contractual Term (in Years) Outstanding, September 30, 2016 3,015,374 $ 3.95 6.4 Granted 107,800 $ 6.13 Exercised (120,114 ) $ 3.17 Canceled (46,377 ) $ 4.30 Outstanding, June 30, 2017 2,956,683 $ 4.05 5.7 |
RSU Activity | The following table summarizes RSU activity under the Company’s equity plans during the nine months ended June 30, 2017 : Number of Shares Weighted-Average Fair Market Value Per Share Outstanding, September 30, 2016 2,046,169 $ 4.90 Granted 1,154,585 $ 6.36 Settled (684,174 ) $ 4.72 Canceled (127,232 ) $ 4.88 Outstanding, June 30, 2017 2,389,348 $ 5.47 |
Nature of Operations and Summ20
Nature of Operations and Summary of Significant Accounting Policies - Additional Information (Detail) | 3 Months Ended | 9 Months Ended | |||
Jun. 30, 2017USD ($)institution | Jun. 30, 2016USD ($) | Jun. 30, 2017USD ($)segmentinstitution | Jun. 30, 2016USD ($) | Sep. 30, 2016USD ($) | |
Accounting Policies [Abstract] | |||||
Number of financial institutions signed agreements to deploy mobile deposit (more than) (in institutions) | institution | 5,800 | 5,800 | |||
Foreign currency translation adjustment | $ 318,000 | $ 31,000 | $ 22,000 | $ (98,000) | |
Number of operating segments (in segments) | segment | 1 | ||||
Number of reporting units (in segments) | segment | 1 | ||||
Other-than-temporary impairment charges recognized | 0 | $ 0 | $ 0 | $ 0 | |
Allowance for doubtful accounts receivable | 23,000 | 23,000 | $ 35,000 | ||
Software development costs capitalized | 0 | 0 | 0 | ||
Accumulated other comprehensive loss | $ 31,000 | $ 31,000 | $ 42,000 |
Nature of Operations and Summ21
Nature of Operations and Summary of Significant Accounting Policies - Potentially Dilutive Common Shares Excluded from Calculation of Net Loss per Share (Detail) - shares | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Total potentially dilutive common shares outstanding (in shares) | 715,337 | 761,733 | 688,792 | 1,263,445 |
IDchecker | Closing shares | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Total potentially dilutive common shares outstanding (in shares) | 31,731 | 238,688 | 37,225 | 322,399 |
IDchecker | Earnout shares | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Total potentially dilutive common shares outstanding (in shares) | 46,694 | 0 | 46,660 | 0 |
RSUs | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Total potentially dilutive common shares outstanding (in shares) | 54,600 | 6,374 | 18,200 | 41,620 |
Stock options | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Total potentially dilutive common shares outstanding (in shares) | 582,312 | 516,671 | 586,707 | 899,426 |
Nature of Operations and Summ22
Nature of Operations and Summary of Significant Accounting Policies - Calculation of Basic and Diluted Net Loss Per Share (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Accounting Policies [Abstract] | ||||
Net income | $ 616 | $ 739 | $ 1,226 | $ 999 |
Weighted-average shares outstanding - basic (in shares) | 33,023,622 | 31,823,386 | 32,732,323 | 31,477,723 |
Common stock equivalents (in shares) | 2,586,102 | 2,708,578 | 2,301,051 | 1,984,064 |
Weighted-average shares outstanding - diluted (in shares) | 35,609,724 | 34,531,964 | 35,033,374 | 33,461,787 |
Net income per share: | ||||
Basic (in dollars per share) | $ 0.02 | $ 0.02 | $ 0.04 | $ 0.03 |
Diluted (in dollars per share) | $ 0.02 | $ 0.02 | $ 0.03 | $ 0.03 |
Business Combination - Addition
Business Combination - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | Jun. 17, 2015 | Jan. 31, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Jun. 30, 2017 |
Business Acquisition [Line Items] | ||||||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | ||||
Goodwill | $ 2,863 | $ 2,914 | ||||
IDchecker | ||||||
Business Acquisition [Line Items] | ||||||
Acquisition date | Jun. 17, 2015 | |||||
Total consideration paid | $ 5,900 | |||||
Cash payment for consideration | 5,600 | |||||
Business combination consideration transfer, promissory notes | 300 | |||||
Common stock issued during acquisition, value | $ 2,700 | |||||
Common stock, par value (in dollars per share) | $ 0.001 | |||||
Common stock issued during acquisition (in shares) | 712,790 | |||||
Business combination, paid earnout shares issued (in shares) | 137,306 | 137,306 | 81,182 | 81,182 | ||
Cash payment to escrow fund related to business acquisition | $ 1,800 | |||||
Business combination, percentage of closing shares in escrow fund (as a percent) | 20.00% | |||||
Business combination, deposited earnout shares in escrow fund (in shares) | 27,461 | |||||
Goodwill | $ 2,873 |
Business Combination - Schedule
Business Combination - Schedule of Estimated Fair Values of Assets acquired and Liabilities Assumed (Detail) - USD ($) $ in Thousands | Jun. 30, 2017 | Sep. 30, 2016 | Jun. 17, 2015 |
Business Acquisition [Line Items] | |||
Goodwill | $ 2,914 | $ 2,863 | |
IDchecker | |||
Business Acquisition [Line Items] | |||
Current assets | $ 620 | ||
Property, plant and equipment | 42 | ||
Intangible assets | 3,570 | ||
Assets acquired | 4,232 | ||
Current liabilities | (476) | ||
Other liabilities | (810) | ||
Liabilities assumed | (1,286) | ||
Fair value of net assets acquired | 2,946 | ||
Total consideration paid | 5,819 | ||
Effect of movements in exchange rates as of June 30, 2017 | $ 41 | ||
Goodwill | $ 2,873 |
Investments - Summary of Invest
Investments - Summary of Investments by Type of Security (Detail) - USD ($) $ in Thousands | Jun. 30, 2017 | Sep. 30, 2016 |
Schedule Of Available For Sale Securities [Line Items] | ||
Cost | $ 33,635 | $ 26,810 |
Gross Unrealized Gains | 1 | 11 |
Gross Unrealized Losses | (19) | (6) |
Fair Market Value | 33,617 | 26,815 |
U.S. Treasury, short-term | Short-term investments | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Cost | 8,899 | 12,907 |
Gross Unrealized Gains | 0 | 8 |
Gross Unrealized Losses | (6) | 0 |
Fair Market Value | 8,893 | 12,915 |
Corporate debt securities | Short-term investments | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Cost | 20,118 | 11,949 |
Gross Unrealized Gains | 0 | 2 |
Gross Unrealized Losses | (10) | (3) |
Fair Market Value | 20,108 | 11,948 |
Corporate debt securities | Long-term investments | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Cost | 4,618 | 1,954 |
Gross Unrealized Gains | 1 | 1 |
Gross Unrealized Losses | (3) | (3) |
Fair Market Value | $ 4,616 | $ 1,952 |
Investments - Additional Inform
Investments - Additional Information (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Investments, Debt and Equity Securities [Abstract] | ||||
Other-than-temporary impairment charges recognized | $ 0 | $ 0 | $ 0 | $ 0 |
Investments - Summary of Fair V
Investments - Summary of Fair Value of Investments Measured on Recurring Basis (Detail) - USD ($) $ in Thousands | Jun. 30, 2017 | Sep. 30, 2016 |
Assets: | ||
Assets at fair value | $ 33,617 | $ 26,815 |
Liabilities: | ||
Acquisition-related contingent consideration | 378 | 252 |
Total liabilities at fair value | 378 | 252 |
Quoted Prices in Active Markets (Level 1) | ||
Assets: | ||
Assets at fair value | 8,893 | 12,915 |
Liabilities: | ||
Acquisition-related contingent consideration | 0 | 0 |
Total liabilities at fair value | 0 | 0 |
Significant Other Observable Inputs (Level 2) | ||
Assets: | ||
Assets at fair value | 24,724 | 13,900 |
Liabilities: | ||
Acquisition-related contingent consideration | 0 | 0 |
Total liabilities at fair value | 0 | 0 |
Significant Unobservable Inputs (Level 3) | ||
Assets: | ||
Assets at fair value | 0 | 0 |
Liabilities: | ||
Acquisition-related contingent consideration | 378 | 252 |
Total liabilities at fair value | 378 | 252 |
Short-term investments | ||
Assets: | ||
Assets at fair value | 29,001 | 24,863 |
Short-term investments | U.S. Treasury | ||
Assets: | ||
Assets at fair value | 8,893 | 12,915 |
Short-term investments | Corporate debt securities | Financial | ||
Assets: | ||
Assets at fair value | 3,641 | 3,963 |
Short-term investments | Corporate debt securities | Industrial | ||
Assets: | ||
Assets at fair value | 7,807 | 4,445 |
Short-term investments | Commercial paper | Financial | ||
Assets: | ||
Assets at fair value | 6,669 | 2,843 |
Short-term investments | Commercial paper | Industrial | ||
Assets: | ||
Assets at fair value | 1,991 | 697 |
Short-term investments | Quoted Prices in Active Markets (Level 1) | ||
Assets: | ||
Assets at fair value | 8,893 | 12,915 |
Short-term investments | Quoted Prices in Active Markets (Level 1) | U.S. Treasury | ||
Assets: | ||
Assets at fair value | 8,893 | 12,915 |
Short-term investments | Quoted Prices in Active Markets (Level 1) | Corporate debt securities | Financial | ||
Assets: | ||
Assets at fair value | 0 | 0 |
Short-term investments | Quoted Prices in Active Markets (Level 1) | Corporate debt securities | Industrial | ||
Assets: | ||
Assets at fair value | 0 | 0 |
Short-term investments | Quoted Prices in Active Markets (Level 1) | Commercial paper | Financial | ||
Assets: | ||
Assets at fair value | 0 | 0 |
Short-term investments | Quoted Prices in Active Markets (Level 1) | Commercial paper | Industrial | ||
Assets: | ||
Assets at fair value | 0 | 0 |
Short-term investments | Significant Other Observable Inputs (Level 2) | ||
Assets: | ||
Assets at fair value | 20,108 | 11,948 |
Short-term investments | Significant Other Observable Inputs (Level 2) | U.S. Treasury | ||
Assets: | ||
Assets at fair value | 0 | 0 |
Short-term investments | Significant Other Observable Inputs (Level 2) | Corporate debt securities | Financial | ||
Assets: | ||
Assets at fair value | 3,641 | 3,963 |
Short-term investments | Significant Other Observable Inputs (Level 2) | Corporate debt securities | Industrial | ||
Assets: | ||
Assets at fair value | 7,807 | 4,445 |
Short-term investments | Significant Other Observable Inputs (Level 2) | Commercial paper | Financial | ||
Assets: | ||
Assets at fair value | 6,669 | 2,843 |
Short-term investments | Significant Other Observable Inputs (Level 2) | Commercial paper | Industrial | ||
Assets: | ||
Assets at fair value | 1,991 | 697 |
Short-term investments | Significant Unobservable Inputs (Level 3) | ||
Assets: | ||
Assets at fair value | 0 | 0 |
Short-term investments | Significant Unobservable Inputs (Level 3) | U.S. Treasury | ||
Assets: | ||
Assets at fair value | 0 | 0 |
Short-term investments | Significant Unobservable Inputs (Level 3) | Corporate debt securities | Financial | ||
Assets: | ||
Assets at fair value | 0 | 0 |
Short-term investments | Significant Unobservable Inputs (Level 3) | Corporate debt securities | Industrial | ||
Assets: | ||
Assets at fair value | 0 | 0 |
Short-term investments | Significant Unobservable Inputs (Level 3) | Commercial paper | Financial | ||
Assets: | ||
Assets at fair value | 0 | 0 |
Short-term investments | Significant Unobservable Inputs (Level 3) | Commercial paper | Industrial | ||
Assets: | ||
Assets at fair value | 0 | 0 |
Long-term investments | U.S. Treasury | ||
Assets: | ||
Assets at fair value | 0 | |
Long-term investments | Corporate debt securities | Financial | ||
Assets: | ||
Assets at fair value | 906 | 502 |
Long-term investments | Corporate debt securities | Industrial | ||
Assets: | ||
Assets at fair value | 3,710 | 1,450 |
Long-term investments | Quoted Prices in Active Markets (Level 1) | U.S. Treasury | ||
Assets: | ||
Assets at fair value | 0 | |
Long-term investments | Quoted Prices in Active Markets (Level 1) | Corporate debt securities | Financial | ||
Assets: | ||
Assets at fair value | 0 | 0 |
Long-term investments | Quoted Prices in Active Markets (Level 1) | Corporate debt securities | Industrial | ||
Assets: | ||
Assets at fair value | 0 | 0 |
Long-term investments | Significant Other Observable Inputs (Level 2) | U.S. Treasury | ||
Assets: | ||
Assets at fair value | 0 | |
Long-term investments | Significant Other Observable Inputs (Level 2) | Corporate debt securities | Financial | ||
Assets: | ||
Assets at fair value | 906 | 502 |
Long-term investments | Significant Other Observable Inputs (Level 2) | Corporate debt securities | Industrial | ||
Assets: | ||
Assets at fair value | 3,710 | 1,450 |
Long-term investments | Significant Unobservable Inputs (Level 3) | U.S. Treasury | ||
Assets: | ||
Assets at fair value | 0 | |
Long-term investments | Significant Unobservable Inputs (Level 3) | Corporate debt securities | Financial | ||
Assets: | ||
Assets at fair value | 0 | 0 |
Long-term investments | Significant Unobservable Inputs (Level 3) | Corporate debt securities | Industrial | ||
Assets: | ||
Assets at fair value | $ 0 | $ 0 |
Investments - Summary of Contin
Investments - Summary of Contingent Consideration Measured at Fair Value (Detail) - Contingent Consideration $ in Thousands | 9 Months Ended |
Jun. 30, 2017USD ($) | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Balance at September 30, 2016 | $ 252 |
Expenses recorded due to changes in fair value | 324 |
Issuance of common stock | (198) |
Balance at June 30, 2017 | $ 378 |
Goodwill and Intangible Asset29
Goodwill and Intangible Assets - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Sep. 30, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||||
Goodwill | $ 2,914 | $ 2,914 | $ 2,863 | ||
Disclosure - Goodwill and Intangible Assets - Additional Information (Detail) [Line Items] | |||||
Amortization of intangible assets | $ 146 | $ 151 | $ 434 | $ 449 | |
Minimum | |||||
Disclosure - Goodwill and Intangible Assets - Additional Information (Detail) [Line Items] | |||||
Estimated useful lives of intangible assets (in years) | 5 years | ||||
Maximum | |||||
Disclosure - Goodwill and Intangible Assets - Additional Information (Detail) [Line Items] | |||||
Estimated useful lives of intangible assets (in years) | 6 years |
Goodwill and Intangible Asset30
Goodwill and Intangible Assets - Schedule of Intangible Assets (Detail) - USD ($) $ in Thousands | 9 Months Ended | |
Jun. 30, 2017 | Sep. 30, 2016 | |
Indefinite Lived Intangible Assets By Major Class [Line Items] | ||
Cost | $ 3,570 | |
Accumulated Amortization | 1,196 | |
Net | $ 2,374 | $ 2,783 |
Completed technologies | ||
Indefinite Lived Intangible Assets By Major Class [Line Items] | ||
Weighted Average Amortization Period (in years) | 6 years | |
Cost | $ 2,370 | |
Accumulated Amortization | 783 | |
Net | $ 1,587 | |
Customer relationships | ||
Indefinite Lived Intangible Assets By Major Class [Line Items] | ||
Weighted Average Amortization Period (in years) | 6 years | |
Cost | $ 970 | |
Accumulated Amortization | 321 | |
Net | $ 649 | |
Trade names | ||
Indefinite Lived Intangible Assets By Major Class [Line Items] | ||
Weighted Average Amortization Period (in years) | 5 years | |
Cost | $ 230 | |
Accumulated Amortization | 92 | |
Net | $ 138 |
Goodwill and Intangible Asset31
Goodwill and Intangible Assets - Schedule of Estimated Future Amortization Expense (Detail) - USD ($) $ in Thousands | Jun. 30, 2017 | Sep. 30, 2016 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2017 (remaining three months) | $ 153 | |
2,018 | 611 | |
2,019 | 611 | |
2,020 | 598 | |
2,021 | 401 | |
Net | $ 2,374 | $ 2,783 |
Stockholders' Equity - Stock-Ba
Stockholders' Equity - Stock-Based Compensation Expense Related to Stock Options and RSUs (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense included in expenses | $ 1,637 | $ 947 | $ 3,945 | $ 3,108 |
Cost of revenue | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense included in expenses | 12 | 11 | 42 | 21 |
Selling and marketing | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense included in expenses | 371 | 290 | 1,113 | 820 |
Research and development | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense included in expenses | 275 | 155 | 717 | 498 |
General and administrative | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense included in expenses | $ 979 | $ 491 | $ 2,073 | $ 1,769 |
Stockholders' Equity - Fair Val
Stockholders' Equity - Fair Value Calculations for Stock-Based Compensation Awards (Detail) | 9 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Equity [Abstract] | ||
Risk-free interest rate, Minimum (as a percent) | 1.68% | 1.43% |
Risk-free interest rate, Maximum (as a percent) | 1.92% | 1.75% |
Expected life (in years) | 5 years 3 months 26 days | 5 years 10 months 24 days |
Expected volatility (as a percent) | 78.00% | 83.00% |
Expected dividends | 0.00% | 0.00% |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | Jun. 21, 2017 | Mar. 10, 2017 | Jun. 17, 2015 | Jan. 31, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Mar. 09, 2017 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Unrecognized compensation expense | $ 10,900 | $ 10,900 | ||||||||||
Weighted average period for unrecognized compensation expense expected to be recognized (in years) | 2 years 2 months 12 days | |||||||||||
Purchase of common stock (in shares) | 2,956,683 | 2,956,683 | 3,015,374 | |||||||||
Recognized compensation expense | $ 1,637 | $ 947 | $ 3,945 | $ 3,108 | ||||||||
Total intrinsic value of options exercised | $ 600 | 2,800 | ||||||||||
Weighted average fair value of options granted (in dollars per share) | $ 3.98 | |||||||||||
Aggregate intrinsic value of options outstanding | 13,900 | 11,500 | $ 13,900 | 11,500 | ||||||||
Percentage of earnout shares vest and eligible for resale (as a percent) | 12.50% | |||||||||||
Percentage of remaining earnout shares vest and eligible for resale (as a percent) | 87.50% | |||||||||||
Earnout shares | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Recognized compensation expense | 177 | 73 | $ 324 | 220 | ||||||||
Common stock trading period (in days) | 10 days | |||||||||||
IDchecker | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Common stock issued during acquisition (in shares) | 712,790 | |||||||||||
Business combination, paid earnout shares issued (in shares) | 137,306 | 137,306 | 81,182 | 81,182 | ||||||||
IDchecker | Closing shares | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Recognized compensation expense | 300 | 300 | $ 900 | 900 | ||||||||
Unrecognized compensation expense | $ 300 | $ 300 | ||||||||||
Common stock issued during acquisition (in shares) | 712,790 | |||||||||||
Vesting period of shares received (in months) | 27 months | |||||||||||
Minimum | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Performance units, threshold for partial vesting (in dollars per share) | $ 16 | |||||||||||
RSUs | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Weighted average period for unrecognized compensation expense expected to be recognized (in years) | 2 years 9 months 18 days | |||||||||||
RSUs outstanding (in shares) | 2,389,348 | 2,389,348 | 2,046,169 | |||||||||
Recognized compensation expense | $ 1,200 | 700 | $ 3,000 | 2,000 | ||||||||
Unrecognized compensation expense | 9,600 | $ 9,600 | ||||||||||
Stock options | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Weighted average period for unrecognized compensation expense expected to be recognized (in years) | 1 year 8 months 12 days | |||||||||||
Recognized compensation expense | 300 | $ 300 | $ 800 | $ 1,100 | ||||||||
Unrecognized compensation expense | $ 1,400 | $ 1,400 | ||||||||||
2012 Plan | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Common stock reserved for issuance (in shares) | 9,500,000 | 6,000,000 | ||||||||||
Purchase of common stock (in shares) | 1,876,955 | 1,876,955 | ||||||||||
Number of common stock reserved for future grants (in shares) | 3,248,987 | 3,248,987 | ||||||||||
2012 Plan | RSUs | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
RSUs outstanding (in shares) | 1,845,963 | 1,845,963 | ||||||||||
2012 Plan | Performance RSUs | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
RSUs outstanding (in shares) | 1,300,000 | 1,300,000 | ||||||||||
Recognized compensation expense | $ 100 | $ 130 | ||||||||||
Senior executive long-term incentive restricted stock units granted (in shares) | 1,300,000 | |||||||||||
Performance measurement period (in days) | 25 days | |||||||||||
Target stock price for full vesting (in dollars per share) | $ 20 | |||||||||||
Percent of RSUs converting into unrestricted shares (as a percent) | 50.00% | |||||||||||
RSU conversion ratio | 1 | |||||||||||
Percent of RSUs vesting pending continued employment (as a percent) | 50.00% | |||||||||||
RSUs vesting pending participants' continued employment, required employment period (in years) | 1 year | |||||||||||
Fair value assumptions, average stock price, measurement period (in days) | 20 days | |||||||||||
Aggregate fair value estimate of senior executive performance RSUs | $ 2,100 | $ 2,100 | ||||||||||
2012 Plan | Performance RSUs | Minimum | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Performance units, threshold for partial vesting (in dollars per share) | $ 16 | |||||||||||
Vesting percentage if stock price underperforms Russell 2000 index (as a percent) | 25.00% | |||||||||||
Vesting percentage if stock price outperforms Russell 2000 index (as a percent) | 50.00% | |||||||||||
2012 Plan | Performance RSUs | Maximum | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Performance units, threshold for partial vesting (in dollars per share) | $ 20 | |||||||||||
Vesting percentage if stock price underperforms Russell 2000 index (as a percent) | 50.00% | |||||||||||
Vesting percentage if stock price outperforms Russell 2000 index (as a percent) | 100.00% | |||||||||||
2012 Plan | Performance RSUs | Jeffrey Davison | Chief Financial Officer | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Senior executive long-term incentive restricted stock units granted (in shares) | 300,000 | |||||||||||
2012 Plan | Performance RSUs | Former Chief Financial Officer | Chief Financial Officer | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Senior executive long-term incentive restricted stock units granted (in shares) | 300,000 | |||||||||||
Prior Plans | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Purchase of common stock (in shares) | 1,079,728 | 1,079,728 | ||||||||||
Director Plan | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Number of common stock reserved for future grants (in shares) | 531,786 | 531,786 | ||||||||||
Director Plan | RSUs | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Common stock reserved for issuance (in shares) | 1,500,000 | 1,000,000 | ||||||||||
Purchase of common stock (in shares) | 543,385 | 543,385 |
Stockholders' Equity - Stock Op
Stockholders' Equity - Stock Option Activity (Detail) - $ / shares | 9 Months Ended | 12 Months Ended |
Jun. 30, 2017 | Sep. 30, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||
Number of Shares, Options Outstanding, Beginning Balance (in shares) | 3,015,374 | |
Number of Shares, Granted (in shares) | 107,800 | |
Number of Shares, Exercised (in shares) | (120,114) | |
Number of Shares, Canceled (in shares) | (46,377) | |
Number of Shares, Options Outstanding, Ending Balance (in shares) | 2,956,683 | 3,015,374 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | ||
Weighted-Average Exercise Price, Outstanding, Beginning Balance (in dollars per share) | $ 3.95 | |
Weighted-Average Exercise Price, Granted (in dollars per share) | 6.13 | |
Weighted-Average Exercise Price, Exercised (in dollars per share) | 3.17 | |
Weighted-Average Exercise Price, Canceled (in dollars per share) | 4.30 | |
Weighted-Average Exercise Price, Outstanding, Ending Balance (in dollars per share) | $ 4.05 | $ 3.95 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | ||
Weighted-Average Remaining Contractual Term, Outstanding (in years) | 5 years 8 months 12 days | 6 years 4 months 24 days |
Stockholders' Equity - RSU Acti
Stockholders' Equity - RSU Activity (Detail) - RSUs | 9 Months Ended |
Jun. 30, 2017$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding [Roll Forward] | |
Number of Shares, Outstanding, Beginning Balance (in shares) | shares | 2,046,169 |
Number of Shares, Granted (in shares) | shares | 1,154,585 |
Number of Shares, Settled (in shares) | shares | (684,174) |
Number of Shares, Canceled (in shares) | shares | (127,232) |
Number of Shares, Outstanding, Ending Balance (in shares) | shares | 2,389,348 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |
Weighted-Average Fair Market Value Per Share, Outstanding, Beginning Balance (in dollars per share) | $ / shares | $ 4.90 |
Weighted-Average Fair Market Value Per Share, Granted (in dollars per share) | $ / shares | 6.36 |
Weighted-Average Fair Market Value Per Share, Settled (in dollars per share) | $ / shares | 4.72 |
Weighted-Average Fair Market Value Per Share, Canceled (in dollars per share) | $ / shares | 4.88 |
Weighted-Average Fair Market Value Per Share, Outstanding, Ending Balance (in dollars per share) | $ / shares | $ 5.47 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) | 9 Months Ended |
Jun. 30, 2017 | |
Income Taxes [Line Items] | |
Deferred tax valuation allowance (as a percent) | 100.00% |
Federal | |
Income Taxes [Line Items] | |
Net operating loss carryforwards will begin to expire | Sep. 30, 2018 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) € in Thousands, £ in Thousands, $ in Millions | Jul. 20, 2016patent | Sep. 08, 2014complaint | May 16, 2014patent | Jun. 30, 2017EUR (€)ft² | Jun. 30, 2017USD ($)ft² | Jun. 30, 2017GBP (£)ft² |
Loss Contingencies [Line Items] | ||||||
Annual base rent | $ 0.6 | |||||
Tenant improvement allowances | 0.3 | |||||
Unamortized lease incentives | 0.2 | |||||
IDchecker | ||||||
Loss Contingencies [Line Items] | ||||||
Annual base rent | € | € 48 | |||||
Other current liabilities | ||||||
Loss Contingencies [Line Items] | ||||||
Unamortized lease incentives | 0.1 | |||||
Other non-current liabilities | ||||||
Loss Contingencies [Line Items] | ||||||
Unamortized lease incentives | $ 0.1 | |||||
Building | ||||||
Loss Contingencies [Line Items] | ||||||
Amended office space subject to the lease (in square feet) | ft² | 28,354 | 28,354 | 28,354 | |||
Sales Office | ||||||
Loss Contingencies [Line Items] | ||||||
Annual base rent | £ | £ 77 | |||||
RMII Patent Infringement Case | ||||||
Loss Contingencies [Line Items] | ||||||
Number of patents allegedly infringed (in patents) | patent | 4 | |||||
Number of additional claims filed (in complaints) | complaint | 3 | |||||
Number of patents not found to be infringed upon (in patents) | patent | 4 |
Revenue and Vendor Concentrat39
Revenue and Vendor Concentrations - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Sep. 30, 2016 | |
Revenue, Major Customer [Line Items] | |||||
Revenue | $ 11,798 | $ 9,105 | $ 32,486 | $ 25,031 | |
Accounts receivable, net | 6,405 | 6,405 | $ 4,949 | ||
Customer Concentration Risk | Accounts Receivable | |||||
Revenue, Major Customer [Line Items] | |||||
Accounts receivable, net | 3,600 | 600 | 3,600 | $ 600 | |
Customer Concentration Risk | Two Customers | Sales Revenue Net | |||||
Revenue, Major Customer [Line Items] | |||||
Revenue | $ 5,000 | $ 3,700 | $ 11,800 | ||
Customer Concentration Risk | Customer One | Sales Revenue Net | |||||
Revenue, Major Customer [Line Items] | |||||
Total revenue, percentage (as a percent) | 28.00% | 22.00% | 25.00% | 18.00% | |
Customer Concentration Risk | Customer Two | Sales Revenue Net | |||||
Revenue, Major Customer [Line Items] | |||||
Total revenue, percentage (as a percent) | 15.00% | 19.00% | 11.00% | ||
Customer Concentration Risk | One Customer | Sales Revenue Net | |||||
Revenue, Major Customer [Line Items] | |||||
Revenue | $ 4,400 | ||||
Geographic Concentration Risk | Sales Revenue Net | |||||
Revenue, Major Customer [Line Items] | |||||
Total revenue, percentage (as a percent) | 14.00% | 11.00% | 14.00% | 10.00% |