Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Jun. 30, 2016 | Aug. 01, 2016 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2016 | |
Document Fiscal Year Focus | 2,016 | |
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 | 32,727,452 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2016 | Sep. 30, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 5,009 | $ 2,753 |
Short-term investments | 19,908 | 23,921 |
Accounts receivable, net | 4,614 | 3,937 |
Other current assets | 1,445 | 798 |
Total current assets | 30,976 | 31,409 |
Long-term investments | 8,313 | |
Property and equipment, net | 826 | 975 |
Intangible assets, net | 2,902 | 3,397 |
Goodwill | 2,833 | 2,873 |
Other non-current assets | 92 | 92 |
Total assets | 45,942 | 38,746 |
Current liabilities: | ||
Accounts payable | 1,107 | 1,538 |
Accrued payroll and related taxes | 2,440 | 2,061 |
Deferred revenue, current portion | 3,815 | 3,516 |
Other current liabilities | 650 | 289 |
Total current liabilities | 8,012 | 7,404 |
Deferred revenue, non-current portion | 162 | 222 |
Other non-current liabilities | 791 | 687 |
Total liabilities | 8,965 | 8,313 |
Stockholders’ equity: | ||
Preferred stock, $0.001 par value, 1,000,000 shares authorized, none issued and outstanding | ||
Common stock, $0.001 par value, 60,000,000 shares authorized, 32,726,140 and 31,721,114 issued and outstanding, as of June 30, 2016 and September 30, 2015, respectively | 33 | 32 |
Additional paid-in capital | 69,514 | 63,905 |
Accumulated other comprehensive loss | (68) | (3) |
Accumulated deficit | (32,502) | (33,501) |
Total stockholders’ equity | 36,977 | 30,433 |
Total liabilities and stockholders’ equity | $ 45,942 | $ 38,746 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2016 | Sep. 30, 2015 |
Statement Of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 60,000,000 | 60,000,000 |
Common stock, shares issued | 32,726,140 | 31,721,114 |
Common stock, shares outstanding | 32,726,140 | 31,721,114 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Other Comprehensive Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Revenue | ||||
Software | $ 5,760 | $ 4,675 | $ 16,046 | $ 12,415 |
Services | 3,345 | 1,765 | 8,985 | 5,087 |
Total revenue | 9,105 | 6,440 | 25,031 | 17,502 |
Operating costs and expenses | ||||
Cost of revenue-software | 157 | 266 | 679 | 705 |
Cost of revenue-services | 636 | 326 | 1,776 | 942 |
Selling and marketing | 2,940 | 1,646 | 7,956 | 4,513 |
Research and development | 1,940 | 1,353 | 5,460 | 3,896 |
General and administrative | 2,185 | 1,804 | 6,537 | 5,700 |
Acquisition-related costs and expenses | 553 | 736 | 1,640 | 816 |
Total operating costs and expenses | 8,411 | 6,131 | 24,048 | 16,572 |
Operating income | 694 | 309 | 983 | 930 |
Other income, net | 45 | 30 | 111 | 66 |
Income before income taxes | 739 | 339 | 1,094 | 996 |
Income tax benefit (provision) | 578 | (95) | 575 | |
Net income | $ 739 | $ 917 | $ 999 | $ 1,571 |
Net income per share – basic | $ 0.02 | $ 0.03 | $ 0.03 | $ 0.05 |
Net income per share – diluted | $ 0.02 | $ 0.03 | $ 0.03 | $ 0.05 |
Shares used in calculating net income per share – basic | 31,823,386 | 30,764,694 | 31,477,723 | 30,704,250 |
Shares used in calculating net income per share – diluted | 34,531,964 | 31,645,696 | 33,461,787 | 31,389,569 |
Other comprehensive income: | ||||
Net income | $ 739 | $ 917 | $ 999 | $ 1,571 |
Foreign currency translation adjustment | 31 | (1) | (98) | (1) |
Unrealized gain on investments | 26 | 33 | (6) | |
Other comprehensive income | $ 796 | $ 916 | $ 934 | $ 1,564 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 9 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Operating activities: | ||
Net income | $ 999,000 | $ 1,571,000 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Stock-based compensation expense | 3,108,000 | 2,495,000 |
Amortization of closing and earnout shares | 1,128,000 | 50,000 |
Amortization of intangible assets | 449,000 | 24,000 |
Depreciation and amortization | 329,000 | 322,000 |
Accretion and amortization on debt securities | 131,000 | 314,000 |
Provision for bad debt | 9,000 | |
Changes in assets and liabilities: | ||
Accounts receivable | (672,000) | (433,000) |
Other assets | (587,000) | (444,000) |
Accounts payable | (431,000) | 351,000 |
Accrued payroll and related taxes | 377,000 | (119,000) |
Deferred revenue | 262,000 | 671,000 |
Other liabilities | 198,000 | (621,000) |
Net cash provided by operating activities | 5,291,000 | 4,190,000 |
Investing activities: | ||
Purchases of investments | (28,946,000) | (21,805,000) |
Sales and maturities of investments | 24,549,000 | 17,956,000 |
Acquisition, net of cash acquired | (5,433,000) | |
Purchases of property and equipment | (140,000) | (52,000) |
Net cash used in investing activities | (4,537,000) | (9,334,000) |
Financing activities: | ||
Proceeds from exercise of stock options, net | 1,599,000 | 125,000 |
Principal payments on capital lease obligations | (17,000) | (16,000) |
Net cash provided by financing activities | 1,582,000 | 109,000 |
Foreign currency effect on cash and cash equivalents | (80,000) | (1,000) |
Net increase (decrease) in cash and cash equivalents | 2,256,000 | (5,036,000) |
Cash and cash equivalents at beginning of period | 2,753,000 | 7,767,000 |
Cash and cash equivalents at end of period | 5,009,000 | 2,731,000 |
Supplemental disclosures of cash flow information: | ||
Cash paid for interest | 1,000 | 3,000 |
Cash paid for income taxes | 84,000 | 3,000 |
Supplemental disclosures of non-cash investing and financing activities: | ||
Settlement of note receivable as consideration for business acquisition | 250,000 | |
Unrealized holding gain (loss) on available-for-sale investments | $ 33,000 | $ (6,000) |
Nature of Operations and Summar
Nature of Operations and Summary of Significant Accounting Policies | 9 Months Ended |
Jun. 30, 2016 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Nature of Operations and Summary of Significant Accounting Policies | 1. NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Nature of Operations Mitek Systems, Inc. (the “Company”) develops, markets and sells proprietary mobile capture and identity verification software solutions for enterprise customers. The Company applies its patented technology in image capture, correction and intelligent data extraction in the mobile financial and business services markets. The Company’s technology allows users to remotely deposit checks, open accounts, get insurance quotes and pay bills, as well as verify their identity by taking pictures of various documents with their camera-equipped smartphones and tablets instead of using the device’s keyboard. As of June 30, 2016, the Company has been granted 27 patents and it has an additional 16 patent applications pending. The Mobile Verify™ products combine the Mitek MiSnap auto capture experience with a variety of advanced computer vision techniques to provide verification of ID documents. Mobile Verify provides a check of authenticity of U.S. state-issued driver’s licenses and includes full global coverage. These products enable banks and other businesses to improve know your customer processes. Mobile Fill™ enables the camera to serve as a keyboard. Using Mobile Fill, consumers can quickly pre-fill any form with personal data by simply snapping a picture of their driver license, credit card, or other document. The Company’s Mobile Deposit ® ® The Company markets and sells the Mitek Mobile Identity Suite of mobile capture and identity verification software products directly to enterprise customers or through channel partners. These software solutions are embedded in mobile banking or enterprise applications developed by banks, insurance companies or their partners, and then marketed under their own proprietary brands. Basis of Presentation The accompanying unaudited consolidated financial statements of the Company as of June 30, 2016 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 United States (“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, 2015, filed with the U.S. Securities and Exchange Commission on December 7, 2015. Results for the three and nine months ended June 30, 2016 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 (losses) resulting from foreign exchange translation of $31,000 and $(1,000) for the three months ended June 30, 2016 and 2015, respectively, and net losses of $0.1 million and $1,000 for the nine months ended June 30, 2016 and 2015, respectively. 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 and income taxes. Goodwill and Purchased Intangible Assets Goodwill resulted from the acquisition of IDchecker 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 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 Topic 350 and FASB ASC Topic 280, Segment Reporting 2015 September 30, 2015 September 30, 2015 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 For the three and nine months ended June 30, 2016 and 2015, 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, 2016 2015 2016 2015 Stock options 516,671 2,288,077 899,426 2,316,232 Restricted stock units 6,374 330,684 41,620 408,869 IDchecker closing shares 238,688 - 322,399 - Total potentially dilutive common shares outstanding 761,733 2,618,761 1,263,445 2,725,101 The calculation of basic and diluted net income per share is as follows ( amounts in thousands, except share data) Three Months Ended June 30, Nine Months Ended June 30, 2016 2015 2016 2015 Net income $ 739 $ 917 $ 999 $ 1,571 Weighted-average common shares outstanding: Basic 31,823,386 30,764,694 31,477,723 30,704,250 Diluted 34,531,964 31,645,696 33,461,787 31,389,569 Net income per share: Basic $ 0.02 $ 0.03 $ 0.03 $ 0.05 Diluted $ 0.02 $ 0.03 $ 0.03 $ 0.05 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 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 or nine months ended June 30, 2016 or 2015. 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 $12,300 and $12,900 as of June 30, 2016 and September 30, 2015, 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, 2016 and 2015, 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 Contingencies 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 Income Comprehensive income consists of net income, unrealized gains and losses on available-for-sale securities and foreign currency translation adjustments. Included on the Consolidated Balance Sheets at June 30, 2016 is an accumulated other comprehensive loss of $68,000, compared to $3,000 at September 30, 2015, related to the Company’s available-for-sale securities and foreign currency translation adjustments. Recent Accounting Pronouncements In May 2014, the FASB issued guidance codified in FASB ASC Topic 606, Revenue Recognition – Revenue from Contracts with Customers Revenue Recognition 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 does not believe the adoption of ASU 2015-16 will have a material impact on its consolidated financial statements. In January 2016, the FASB issued ASU No. 2016-01, “Financial Instruments—Overall (Subtopic 825-10) Recognition and Measurement of Financial Assets and Financial Liabilities” (“ASU 2016-01”). 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 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 is currently evaluating the impact of adopting the new stock compensation standard 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 No other new accounting pronouncement issued or effective during the three months ended June 30, 2016 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, 2016 | |
Business Combinations [Abstract] | |
Business Combination | 2. 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. The total consideration for the Acquisition was $5.6 subject to adjustments for transaction expenses, indebtedness, and working capital adjustments forgiveness of the outstanding balance of approximately $0.3 million on a promissory note issued by the Company to IDchecker If the revenue or net income achieved by IDchecker during the Earnout Period is less than the applicable targets but equal to or greater than 80% of such targets, the Sellers will receive a prorated amount of Earnout Shares. 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 obligations. In January 2016, the Company also deposited 27,461 Earnout Shares into an escrow fund, and to the extent any future Earnout Shares are issued to the Sellers, 20% of such Earnout Shares will be placed in the escrow fund. The escrow fund will be maintained for up to 24 months following the last issuance of Earnout Shares or until such earlier time as the escrow fund is exhausted. The purchase price is subject to a post-closing adjustment in net working capital as provided in the Share Purchase Agreement. 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 $ 2,873 Effect of movements in exchange rates (40 ) Goodwill $ 2,833 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). |
Investments
Investments | 9 Months Ended |
Jun. 30, 2016 | |
Investments Debt And Equity Securities [Abstract] | |
Investments | 3. INVESTMENTS The following table summarizes investments by type of security as of June 30, 2016 (amounts shown in thousands): Cost Gross Unrealized Gains Gross Unrealized Losses Fair Market Value Available-for-sale securities: Corporate debt securities, short-term $ 12,245 $ 1 $ (4 ) $ 12,242 Corporate debt securities, long-term 2,302 — (4 ) 2,298 Government debt securities, short-term 7,677 — (11 ) 7,666 Government debt securities, long-term 6,027 — (12 ) 6,015 Total $ 28,251 $ 1 $ (31 ) $ 28,221 The following table summarizes investments by type of security as of September 30, 2015 (amounts shown in thousands) Cost Gross Unrealized Gains Gross Unrealized Losses Fair Market Value Available-for-sale securities: Corporate debt securities, short-term $ 23,924 $ 3 $ (6 ) $ 23,921 Corporate debt securities, long-term — — — — Total $ 23,924 $ 3 $ (6 ) $ 23,921 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, 2016 and September 30, 2015, 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, 2016 and 2015. Fair Value Measurements and Disclosures FASB ASC Topic 820, Fair Value Measurements · 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, 2016 and September 30, 2015, respectively (amounts shown in thousands) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) June 30, 2016: Assets: Short-term investments: Corporate debt securities Industrial $ 3,569 $ — Financial 5,422 — Commercial paper Financial 3,251 — Government debt securities U.S. Treasury 7,666 — Long-term investments: Corporate debt securities Industrial 2,298 — Government debt securities U.S. Treasury 6,015 — Total assets at fair value $ 28,221 $ — Liabilities: Acquisition-related contingent consideration — 267 Total liabilities at fair value $ — $ 267 Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) September 30, 2015: Assets: Short-term investments: Corporate debt securities Financial $ 10,308 $ — Industrial 9,665 — Utility 1,802 — Commercial paper Industrial 1,448 — Financial 698 — Total assets at fair value $ 23,921 $ — Liabilities: Acquisition-related contingent consideration — 47 Total liabilities at fair value $ — $ 47 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, 2016 (amounts shown in thousands) Balance at September 30, 2015 $ 47 Expenses recorded due to changes in fair value 220 Payments — Balance at June 30, 2016 $ 267 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 9 Months Ended |
Jun. 30, 2016 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | 4. GOODWILL AND INTANGIBLE ASSETS Goodwill The Company had goodwill balances of $2.8 million and $2.9 million at June 30, 2016 and September 30, 2015, respectively, 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 unaudited 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 Topic 350. Intangible assets Intangible assets include the value assigned to 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, 2016 are summarized as follows (amounts shown in thousands, except for years): Weighted Average Amortization Period Cost Accumulated Amortization Net Completed technologies 6 years $ 2,337 $ 406 $ 1,931 Customer relationships 6 years 957 166 791 Tradenames 5 years 227 47 180 Total intangible assets $ 3,521 $ 619 $ 2,902 Amortization expense related to acquired intangible assets was $0.2 million and $24,000 for the three months ended June 30, 2016 and 2015, respectively, and $0.4 million and $24,000 for the nine months ended June 30, 2016 and 2015, 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 2016 (remaining three months) $ 149 2017 594 2018 594 2019 594 2020 582 Thereafter 389 Total $ 2,902 |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Jun. 30, 2016 | |
Equity [Abstract] | |
Stockholders' Equity | 5. 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, 2016 2015 2016 2015 Cost of Sales $ 37 $ 1 $ 89 $ 1 Sales and marketing 260 176 748 543 Research and development 159 130 502 427 General and administrative 491 503 1,769 1,524 Stock-based compensation expense included in expenses $ 947 $ 810 $ 3,108 $ 2,495 The fair value calculations for stock-based compensation awards to employees for the nine months ended June 30, 2016 and 2015 were based on the following assumptions: Nine June 30, 2016 Nine June 30, 2015 Risk-free interest rate 1.43% – 1.75% 1.29% – 1.66% Expected life (years) 5.90 5.25 Expected volatility 83% 98% 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, 2016, the Company had $8.4 million of unrecognized compensation expense related to outstanding stock options and RSUs expected to be recognized over a weighted-average period of approximately 2.95 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 January 27, 2016, the Company’s stockholders approved an amendment to the 2012 Plan that increased the total number of shares of Common Stock reserved for issuance thereunder from 4,000,000 shares to 6,000,000 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, 2016, (i) stock options to purchase 1,987,046 shares of Common Stock and 1,288,419 RSUs were outstanding under the 2012 Plan, and 2,139,637 shares of Common Stock were reserved for future grants under the 2012 Plan and (ii) stock options to purchase an aggregate of 1,099,728 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. As of June 30, 2016, (i) 644,998 RSUs were outstanding under the Director Plan and (ii) 130,171 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, 2016: Number of Shares Weighted- Average Exercise Price Weighted-Average Remaining Contractual Term (in Years) Outstanding, September 30, 2015 3,647,705 $ 3.70 7.15 Granted 98,500 $ 4.51 Exercised (612,347 ) $ 2.61 Cancelled (47,084 ) $ 4.28 Outstanding, June 30, 2016 3,086,774 $ 3.94 6.69 The Company recognized $0.3 million and $1.1 million in stock-based compensation expense related to outstanding stock options in the three and nine months ended June 30, 2016, respectively. The Company recognized $0.5 million and $1.6 million in stock-based compensation expense related to outstanding stock options in the three and nine months ended June 30, 2015, respectively. As of June 30, 2016, the Company had $2.3 million of unrecognized compensation expense related to outstanding stock options expected to be recognized over a weighted-average period of approximately 2.6 years. As of June 30, 2015, the Company had $3.7 million of unrecognized compensation expense related to outstanding stock options expected to be recognized over a weighted average period of approximately 2.8 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, 2016 and 2015 was $2.8 million and $0.3 million, respectively. The per-share weighted-average fair value of options granted during the nine months ended June 30, 2016 was $4.51. As of June 30, 2016, there were 3,086,774 options outstanding with a weighted-average remaining contractual term, weighted-average exercise price and aggregate intrinsic value of 6.69 years, $3.94 and $11.5 million, respectively. As of June 30, 2015, there were 3,777,993 options outstanding with a weighted average remaining contractual term, weighted average exercise price and aggregate intrinsic value of 7.2 years, $3.61 and $4.2 million, respectively. Restricted Stock Units The following table summarizes RSU activity under the Company’s equity plans during the nine months ended June 30, 2016: Number of Shares Weighted-Average Fair Per Share Outstanding, September 30, 2015 802,917 $ 4.49 Granted 1,414,000 $ 4.59 Settled (255,371 ) $ 4.95 Cancelled (28,127 ) $ 4.17 Outstanding, June 30, 2016 1,933,419 $ 4.51 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 $0.7 million and $2.0 million in stock-based compensation expense related to outstanding RSUs in the three and nine months ended June 30, 2016, respectively. The Company recognized $0.3 million and $0.9 million in stock-based compensation expense related to outstanding RSUs in the three and nine months ended June 30, 2015, respectively. As of June 30, 2016, the Company had $6.1 million of unrecognized compensation expense related to outstanding RSUs expected to be recognized over a weighted-average period of approximately 2.85 years. As of June 30, 2015, the Company had $2.1 million of unrecognized compensation expense related to outstanding RSUs expected to be recognized over a weighted-average period of approximately 2.4 years. 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. The Company recognized $0.3 million and $0.9 million in stock-based compensation expense related to the Closing Shares for the three and nine months ended June 30, 2016. As of June 30, 2016, the Company had $1.5 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 Paid Earnout Shares to the Sellers for achievement by IDchecker of certain revenue targets for the nine-month period ended September 30, 2015. Subject to the achievement of certain revenue and net income targets by IDchecker for the twelve-month period ending on September 30, 2016 (the “Earnout Determination Date”), the Company may issue to the Sellers up to an aggregate of $1.0 million in additional shares of Common Stock. Within 75 days after the Earnout Determination Date, the Company will deliver to the Sellers a written statement of the calculation of the revenue and net income for the Earnout Period. The number of shares issuable upon achievement of the revenue targets and net income targets, as applicable, will be calculated based on the volume weighted average closing price of the Common Stock over the 10 trading-day period ending on and including the Earnout Determination Date. Earnout Shares issued, if any, will vest and be eligible for resale such that 12.5% of the Earnout Shares will vest and be released for resale on the six-month anniversary of the Earnout Determination Date 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 IDC NL and occurs over a period of 27 months from the Earnout Determination Date. The Company calculated 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. The Company recognized $46,000 and $0.2 million in stock-based compensation expense related to the Earnout Shares for the three and nine months ended June 30, 2016, which is recorded within acquisition-related costs and expenses on the Consolidated Statements of Operations and Other Comprehensive Income. |
Income Taxes
Income Taxes | 9 Months Ended |
Jun. 30, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 6. 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 years ending September 30, 2018 and September 30, 2016, respectively. 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. The Company’s policy is to classify interest and penalties related to income tax matters as income tax expense. The Company had no accrual for interest or penalties as of June 30, 2016 or September 30, 2015, and has not recognized interest and/or penalties in the Consolidated Statements of Operations and Other Comprehensive Income for the three and nine months ended June 30, 2016 or June 30, 2015. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Jun. 30, 2016 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 7. 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” and together with the Initial Lawsuit, the “RMII 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. (together with Chase, the “Bank Defendants”), each of whom offers the Company’s mobile imaging technology as part of its mobile banking applications. On July 8, 2015, RMII amended the Subsequent Lawsuits to name as additional defendants Fiserv, Inc. and NCR Corporation (the “Distributor Defendants”) each of whom RMII alleges distribute the Company’s mobile imaging technology to the Bank Defendants. 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, RMII has since agreed to the unpatentability of one of its four asserted patents and oral argument in the IPR proceedings on the other three asserted patents was held on April 19, 2016. The PTAB issued final written decisions on June 17, July 15, and July 20 of 2016 which invalidated all claims of the three remaining patents asserted against the Company. The Company and plaintiff are required to report the final decisions to the Court no later than August 3, 2016 at which time the Company intends to request a dismissal of the case with prejudice based on the invalidation of all patent claims. On February 5, 2016, RMII filed an IPR petition against one of the Company’s issued patents (U.S. Patent No. 8,379,914). In that IPR, RMII has challenged the patentability of all claims in the patent. The Company filed a preliminary response to RMII’s petition on May 10, 2016. On July 27, 2016 the Patent and Trademark Appeal Board issued a Decision in which it denied RMII’s petition and declined to institute an Inter Partes Review Based on the Company’s current understanding of the claims, the Company has agreed to accept the demands for indemnity and defense tendered by each of the Bank Defendants and Distributor Defendants in connection with their respective RMII Lawsuits. 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 intends to vigorously defend 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 Lease The Company’s principal executive offices, as well as its research and development facility, are located in approximately 22,523 square feet of office space in San Diego, California. The term of the lease for the Company’s offices continues through June 30, 2019. The annual base rent under the lease is approximately $0.5 million per year and is subject to annual increases of approximately 3% per year. In connection with the lease, the Company received tenant improvement allowances totaling $0.7 million. These lease incentives are being amortized as a reduction of rent expense over the term of the lease. As of June 30, 2016, the unamortized balance of the lease incentives was $0.3 million, of which $0.1 million has been included in other current liabilities and $0.2 million has been included in other non-current liabilities. Under the terms of the lease, the Company issued a standby letter of credit to the landlord that allows for one or more draws of up to $0.2 million over the term of the lease. The offices of IDchecker are located in the Netherlands and the term of the lease continues through May 31, 2020. The annual base rent under the lease is approximately €48,000 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, 2016 | |
Risks And Uncertainties [Abstract] | |
Revenue and Vendor Concentrations | 8. REVENUE AND VENDOR CONCENTRATIONS Revenue Concentration 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 three months ended June 30, 2015, the Company derived revenue of $3.6 million from three customers, with such customers accounting for 24%, 20% and 12%, 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. For the nine months ended June 30, 2015, the Company derived revenue of $6.6 million from two customers, with such customers accounting for 27% and 11%, respectively, 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 $0.6 million and $2.0 million at June 30, 2016 and 2015, 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 11% and 10% of the Company’s total revenue for the three and nine months ended June 30, 2016, respectively. International sales accounted for approximately 3% and 1% of the Company’s total revenue for the three and nine months ended June 30, 2015, 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, 2016 and 2015, 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, 2016 | |
Accounting Policies [Abstract] | |
Nature of Operations | Nature of Operations Mitek Systems, Inc. (the “Company”) develops, markets and sells proprietary mobile capture and identity verification software solutions for enterprise customers. The Company applies its patented technology in image capture, correction and intelligent data extraction in the mobile financial and business services markets. The Company’s technology allows users to remotely deposit checks, open accounts, get insurance quotes and pay bills, as well as verify their identity by taking pictures of various documents with their camera-equipped smartphones and tablets instead of using the device’s keyboard. As of June 30, 2016, the Company has been granted 27 patents and it has an additional 16 patent applications pending. The Mobile Verify™ products combine the Mitek MiSnap auto capture experience with a variety of advanced computer vision techniques to provide verification of ID documents. Mobile Verify provides a check of authenticity of U.S. state-issued driver’s licenses and includes full global coverage. These products enable banks and other businesses to improve know your customer processes. Mobile Fill™ enables the camera to serve as a keyboard. Using Mobile Fill, consumers can quickly pre-fill any form with personal data by simply snapping a picture of their driver license, credit card, or other document. The Company’s Mobile Deposit ® ® The Company markets and sells the Mitek Mobile Identity Suite of mobile capture and identity verification software products directly to enterprise customers or through channel partners. These software solutions are embedded in mobile banking or enterprise applications developed by banks, insurance companies or their partners, and then marketed under their own proprietary brands. |
Basis of Presentation | Basis of Presentation The accompanying unaudited consolidated financial statements of the Company as of June 30, 2016 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 United States (“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, 2015, filed with the U.S. Securities and Exchange Commission on December 7, 2015. Results for the three and nine months ended June 30, 2016 are not necessarily indicative of results for any other interim period or for a full fiscal year. |
Principles of Consolidation | 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 | 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 (losses) resulting from foreign exchange translation of $31,000 and $(1,000) for the three months ended June 30, 2016 and 2015, respectively, and net losses of $0.1 million and $1,000 for the nine months ended June 30, 2016 and 2015, respectively. |
Use of Estimates | 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 and income taxes. |
Goodwill and Purchased Intangible Assets | Goodwill and Purchased Intangible Assets Goodwill resulted from the acquisition of IDchecker 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 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 Topic 350 and FASB ASC Topic 280, Segment Reporting 2015 September 30, 2015 September 30, 2015 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 (Loss) Per Share | Net Income Per Share The Company calculates net income per share in accordance with FASB ASC Topic 260, Earnings per Share For the three and nine months ended June 30, 2016 and 2015, 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, 2016 2015 2016 2015 Stock options 516,671 2,288,077 899,426 2,316,232 Restricted stock units 6,374 330,684 41,620 408,869 IDchecker closing shares 238,688 - 322,399 - Total potentially dilutive common shares outstanding 761,733 2,618,761 1,263,445 2,725,101 The calculation of basic and diluted net income per share is as follows ( amounts in thousands, except share data) Three Months Ended June 30, Nine Months Ended June 30, 2016 2015 2016 2015 Net income $ 739 $ 917 $ 999 $ 1,571 Weighted-average common shares outstanding: Basic 31,823,386 30,764,694 31,477,723 30,704,250 Diluted 34,531,964 31,645,696 33,461,787 31,389,569 Net income per share: Basic $ 0.02 $ 0.03 $ 0.03 $ 0.05 Diluted $ 0.02 $ 0.03 $ 0.03 $ 0.05 |
Revenue Recognition | 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 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 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 or nine months ended June 30, 2016 or 2015. 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 | 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 $12,300 and $12,900 as of June 30, 2016 and September 30, 2015, respectively. |
Capitalized Software Development Costs | 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, 2016 and 2015, 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 | 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 Contingencies |
Fair Value of Equity Instruments | 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 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 Income | Comprehensive Income Comprehensive income consists of net income, unrealized gains and losses on available-for-sale securities and foreign currency translation adjustments. Included on the Consolidated Balance Sheets at June 30, 2016 is an accumulated other comprehensive loss of $68,000, compared to $3,000 at September 30, 2015, related to the Company’s available-for-sale securities and foreign currency translation adjustments. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In May 2014, the FASB issued guidance codified in FASB ASC Topic 606, Revenue Recognition – Revenue from Contracts with Customers Revenue Recognition 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 does not believe the adoption of ASU 2015-16 will have a material impact on its consolidated financial statements. In January 2016, the FASB issued ASU No. 2016-01, “Financial Instruments—Overall (Subtopic 825-10) Recognition and Measurement of Financial Assets and Financial Liabilities” (“ASU 2016-01”). 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 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 is currently evaluating the impact of adopting the new stock compensation standard 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 No other new accounting pronouncement issued or effective during the three months ended June 30, 2016 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, 2016 | |
Accounting Policies [Abstract] | |
Potentially Dilutive Common Shares Excluded from Net Income per Share Calculation | For the three and nine months ended June 30, 2016 and 2015, 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, 2016 2015 2016 2015 Stock options 516,671 2,288,077 899,426 2,316,232 Restricted stock units 6,374 330,684 41,620 408,869 IDchecker closing shares 238,688 - 322,399 - Total potentially dilutive common shares outstanding 761,733 2,618,761 1,263,445 2,725,101 |
Calculation of Basic and Diluted Net Income Per Share | The calculation of basic and diluted net income per share is as follows ( amounts in thousands, except share data) Three Months Ended June 30, Nine Months Ended June 30, 2016 2015 2016 2015 Net income $ 739 $ 917 $ 999 $ 1,571 Weighted-average common shares outstanding: Basic 31,823,386 30,764,694 31,477,723 30,704,250 Diluted 34,531,964 31,645,696 33,461,787 31,389,569 Net income per share: Basic $ 0.02 $ 0.03 $ 0.03 $ 0.05 Diluted $ 0.02 $ 0.03 $ 0.03 $ 0.05 |
Business Combination (Tables)
Business Combination (Tables) | 9 Months Ended |
Jun. 30, 2016 | |
ID Checker [Member] | |
Business Acquisition [Line Items] | |
Schedule of Estimated Fair Values of Assets acquired and Liabilities Assumed | 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 $ 2,873 Effect of movements in exchange rates (40 ) Goodwill $ 2,833 |
Investments (Tables)
Investments (Tables) | 9 Months Ended |
Jun. 30, 2016 | |
Summary of Investments by Type of Security | The following table summarizes investments by type of security as of June 30, 2016 (amounts shown in thousands): Cost Gross Unrealized Gains Gross Unrealized Losses Fair Market Value Available-for-sale securities: Corporate debt securities, short-term $ 12,245 $ 1 $ (4 ) $ 12,242 Corporate debt securities, long-term 2,302 — (4 ) 2,298 Government debt securities, short-term 7,677 — (11 ) 7,666 Government debt securities, long-term 6,027 — (12 ) 6,015 Total $ 28,251 $ 1 $ (31 ) $ 28,221 The following table summarizes investments by type of security as of September 30, 2015 (amounts shown in thousands) Cost Gross Unrealized Gains Gross Unrealized Losses Fair Market Value Available-for-sale securities: Corporate debt securities, short-term $ 23,924 $ 3 $ (6 ) $ 23,921 Corporate debt securities, long-term — — — — Total $ 23,924 $ 3 $ (6 ) $ 23,921 |
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, 2016 and September 30, 2015, respectively (amounts shown in thousands ) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) June 30, 2016: Assets: Short-term investments: Corporate debt securities Industrial $ 3,569 $ — Financial 5,422 — Commercial paper Financial 3,251 — Government debt securities U.S. Treasury 7,666 — Long-term investments: Corporate debt securities Industrial 2,298 — Government debt securities U.S. Treasury 6,015 — Total assets at fair value $ 28,221 $ — Liabilities: Acquisition-related contingent consideration — 267 Total liabilities at fair value $ — $ 267 Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) September 30, 2015: Assets: Short-term investments: Corporate debt securities Financial $ 10,308 $ — Industrial 9,665 — Utility 1,802 — Commercial paper Industrial 1,448 — Financial 698 — Total assets at fair value $ 23,921 $ — Liabilities: Acquisition-related contingent consideration — 47 Total liabilities at fair value $ — $ 47 |
Contingent Consideration | |
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, 2016 (amounts shown in thousand s) Balance at September 30, 2015 $ 47 Expenses recorded due to changes in fair value 220 Payments — Balance at June 30, 2016 $ 267 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 9 Months Ended |
Jun. 30, 2016 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets | Intangible assets include the value assigned to 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, 2016 are summarized as follows (amounts shown in thousands, except for years): Weighted Average Amortization Period Cost Accumulated Amortization Net Completed technologies 6 years $ 2,337 $ 406 $ 1,931 Customer relationships 6 years 957 166 791 Tradenames 5 years 227 47 180 Total intangible assets $ 3,521 $ 619 $ 2,902 |
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 2016 (remaining three months) $ 149 2017 594 2018 594 2019 594 2020 582 Thereafter 389 Total $ 2,902 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 9 Months Ended |
Jun. 30, 2016 | |
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, 2016 2015 2016 2015 Cost of Sales $ 37 $ 1 $ 89 $ 1 Sales and marketing 260 176 748 543 Research and development 159 130 502 427 General and administrative 491 503 1,769 1,524 Stock-based compensation expense included in expenses $ 947 $ 810 $ 3,108 $ 2,495 |
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, 2016 and 2015 were based on the following assumptions: Nine June 30, 2016 Nine June 30, 2015 Risk-free interest rate 1.43% – 1.75% 1.29% – 1.66% Expected life (years) 5.90 5.25 Expected volatility 83% 98% 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, 2016: Number of Shares Weighted- Average Exercise Price Weighted-Average Remaining Contractual Term (in Years) Outstanding, September 30, 2015 3,647,705 $ 3.70 7.15 Granted 98,500 $ 4.51 Exercised (612,347 ) $ 2.61 Cancelled (47,084 ) $ 4.28 Outstanding, June 30, 2016 3,086,774 $ 3.94 6.69 |
RSU Activity | The following table summarizes RSU activity under the Company’s equity plans during the nine months ended June 30, 2016: Number of Shares Weighted-Average Fair Per Share Outstanding, September 30, 2015 802,917 $ 4.49 Granted 1,414,000 $ 4.59 Settled (255,371 ) $ 4.95 Cancelled (28,127 ) $ 4.17 Outstanding, June 30, 2016 1,933,419 $ 4.51 |
Nature of Operations and Summ20
Nature of Operations and Summary of Significant Accounting Policies - Additional Information (Detail) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Jun. 30, 2016USD ($)PatentsInstitution | Jun. 30, 2015USD ($) | Jun. 30, 2016USD ($)PatentsInstitutionSegmentReporting | Jun. 30, 2015USD ($) | Sep. 30, 2015USD ($) | |
Accounting Policies [Abstract] | |||||
Number of patents granted | Patents | 27 | 27 | |||
Number of patent applications pending | Patents | 16 | 16 | |||
Number of financial institutions signed agreements to deploy mobile deposit | Institution | 5,205 | 5,205 | |||
Number of top U.S. retail banks that deployed mobile deposit | Institution | 50 | 50 | |||
Foreign currency translation adjustment | $ 31,000 | $ (1,000) | $ (98,000) | $ (1,000) | |
Impairment of goodwill and intangibles | $ 0 | $ 0 | |||
Number of operating segment | Segment | 1 | ||||
Number of reporting unit | Reporting | 1 | ||||
Other-than-temporary impairment charges recognized | 0 | 0 | $ 0 | 0 | |
Allowance for doubtful accounts receivable | 12,300 | 12,300 | 12,900 | ||
Software development costs capitalized | 0 | $ 0 | 0 | $ 0 | |
Accumulated other comprehensive loss | $ 68,000 | $ 68,000 | $ 3,000 |
Nature of Operations and Summ21
Nature of Operations and Summary of Significant Accounting Policies - Potentially Dilutive Common Shares (Detail) - shares | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Total potentially dilutive common shares outstanding | 761,733 | 2,618,761 | 1,263,445 | 2,725,101 |
Restricted stock units [Member] | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Total potentially dilutive common shares outstanding | 6,374 | 330,684 | 41,620 | 408,869 |
Stock options [Member] | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Total potentially dilutive common shares outstanding | 516,671 | 2,288,077 | 899,426 | 2,316,232 |
ID Checker [Member] | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Total potentially dilutive common shares outstanding | 238,688 | 322,399 |
Nature of Operations and Summ22
Nature of Operations and Summary of Significant Accounting Policies - Calculation of Basic and Diluted Net Income Per Share (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Earnings Per Share Basic And Diluted [Abstract] | ||||
Net income | $ 739 | $ 917 | $ 999 | $ 1,571 |
Weighted-average common shares outstanding - basic | 31,823,386 | 30,764,694 | 31,477,723 | 30,704,250 |
Weighted-average common shares outstanding - diluted | 34,531,964 | 31,645,696 | 33,461,787 | 31,389,569 |
Net income per share - Basic | $ 0.02 | $ 0.03 | $ 0.03 | $ 0.05 |
Net income per share - Diluted | $ 0.02 | $ 0.03 | $ 0.03 | $ 0.05 |
Business Combination - Addition
Business Combination - Additional Information (Detail) - USD ($) | Jun. 17, 2015 | Jan. 31, 2016 | Sep. 30, 2015 | Jun. 30, 2016 |
Business Acquisition [Line Items] | ||||
Common stock, par value | $ 0.001 | $ 0.001 | ||
Maximum [Member] | ||||
Business Acquisition [Line Items] | ||||
Business combination, escrow fund period | 24 months | |||
ID Checker [Member] | ||||
Business Acquisition [Line Items] | ||||
Acquisition date | Jun. 17, 2015 | |||
Payments to acquire businesses, gross | $ 5,600,000 | |||
Business combination consideration transfer, promissory notes | 300,000 | |||
Common stock issued during acquisition, value | $ 2,700,000 | |||
Common stock, par value | $ 0.001 | |||
Business combination, paid earnout shares issued | 137,306 | 137,306 | ||
Cash payment to escrow fund related to business acquisition | $ 1,800,000 | |||
Business combination, percentage of closing shares in escrow fund | 20.00% | |||
Business combination, deposited earnout shares in escrow fund | 27,461 | |||
Goodwill before effect in exchange rates | $ 2,873,000 | |||
ID Checker [Member] | Closing Shares [Member] | ||||
Business Acquisition [Line Items] | ||||
Common stock issued during acquisition, share | 712,790 | |||
ID Checker [Member] | Maximum [Member] | ||||
Business Acquisition [Line Items] | ||||
Business combination, earnout shares | $ 1,000,000 |
Business Combination - Schedule
Business Combination - Schedule of Estimated Fair Values of Assets acquired and Liabilities Assumed (Detail) - USD ($) $ in Thousands | Jun. 30, 2016 | Sep. 30, 2015 | Jun. 17, 2015 |
Business Acquisition [Line Items] | |||
Goodwill | $ 2,833 | $ 2,873 | |
ID Checker [Member] | |||
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 | ||
Goodwill before effect in exchange rates | 2,873 | ||
Effect of movements in exchange rates | (40) | ||
Goodwill | $ 2,833 |
Investments - Summary of Invest
Investments - Summary of Investments by Type of Security (Detail) - USD ($) $ in Thousands | Jun. 30, 2016 | Sep. 30, 2015 |
Schedule Of Available For Sale Securities [Line Items] | ||
Cost | $ 28,251 | $ 23,924 |
Gross Unrealized Gains | 1 | 3 |
Gross Unrealized Losses | (31) | (6) |
Fair Market Value | 28,221 | 23,921 |
Corporate debt securities [Member] | Short-term [Member] | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Cost | 12,245 | 23,924 |
Gross Unrealized Gains | 1 | 3 |
Gross Unrealized Losses | (4) | (6) |
Fair Market Value | 12,242 | $ 23,921 |
Corporate debt securities [Member] | Long-term [Member] | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Cost | 2,302 | |
Gross Unrealized Losses | (4) | |
Fair Market Value | 2,298 | |
Government debt securities [Member] | Short-term [Member] | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Cost | 7,677 | |
Gross Unrealized Losses | (11) | |
Fair Market Value | 7,666 | |
Government debt securities [Member] | Long-term [Member] | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Cost | 6,027 | |
Gross Unrealized Losses | (12) | |
Fair Market Value | $ 6,015 |
Investments - Additional Inform
Investments - Additional Information (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
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, 2016 | Sep. 30, 2015 |
Significant Other Observable Inputs (Level 2) | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Fair value of investments measured on recurring basis, total | $ 28,221 | $ 23,921 |
Significant Unobservable Inputs (Level 3) | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Acquisition-related contingent consideration | 267 | 47 |
Total liabilities at fair value | 267 | 47 |
Short-term [Member] | Significant Other Observable Inputs (Level 2) | Corporate debt securities [Member] | Industrial [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Fair value of investments measured on recurring basis, total | 3,569 | 9,665 |
Short-term [Member] | Significant Other Observable Inputs (Level 2) | Corporate debt securities [Member] | Financial [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Fair value of investments measured on recurring basis, total | 5,422 | 10,308 |
Short-term [Member] | Significant Other Observable Inputs (Level 2) | Corporate debt securities [Member] | Utility [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Fair value of investments measured on recurring basis, total | 1,802 | |
Short-term [Member] | Significant Other Observable Inputs (Level 2) | Commercial paper [Member] | Industrial [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Fair value of investments measured on recurring basis, total | 1,448 | |
Short-term [Member] | Significant Other Observable Inputs (Level 2) | Commercial paper [Member] | Financial [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Fair value of investments measured on recurring basis, total | 3,251 | $ 698 |
Short-term [Member] | Significant Other Observable Inputs (Level 2) | Government debt securities [Member] | U.S. Treasury [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Fair value of investments measured on recurring basis, total | 7,666 | |
Long-term [Member] | Significant Other Observable Inputs (Level 2) | Corporate debt securities [Member] | Industrial [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Fair value of investments measured on recurring basis, total | 2,298 | |
Long-term [Member] | Significant Other Observable Inputs (Level 2) | Government debt securities [Member] | U.S. Treasury [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Fair value of investments measured on recurring basis, total | $ 6,015 |
Investments - Summary of Contin
Investments - Summary of Contingent Consideration (Detail) - Contingent Consideration $ in Thousands | 9 Months Ended |
Jun. 30, 2016USD ($) | |
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | |
Balance at September 30, 2015 | $ 47 |
Expenses recorded due to changes in fair value | 220 |
Balance at June 30, 2016 | $ 267 |
Goodwill and Intangible Asset29
Goodwill and Intangible Assets - Additional Information (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Sep. 30, 2015 | |
Disclosure - Goodwill and Intangible Assets - Additional Information (Detail) [Line Items] | |||||
Goodwill | $ 2,833,000 | $ 2,833,000 | $ 2,873,000 | ||
Amortization of intangible assets | $ 200,000 | $ 24,000 | $ 449,000 | $ 24,000 | |
Minimum [Member] | |||||
Disclosure - Goodwill and Intangible Assets - Additional Information (Detail) [Line Items] | |||||
Estimated useful lives of intangible assets | 5 years | ||||
Maximum [Member] | |||||
Disclosure - Goodwill and Intangible Assets - Additional Information (Detail) [Line Items] | |||||
Estimated useful lives of intangible assets | 6 years |
Goodwill and Intangible Asset30
Goodwill and Intangible Assets - Schedule of Intangible Assets (Detail) - USD ($) $ in Thousands | 9 Months Ended | |
Jun. 30, 2016 | Sep. 30, 2015 | |
Indefinite Lived Intangible Assets By Major Class [Line Items] | ||
Cost | $ 3,521 | |
Accumulated Amortization | 619 | |
Net | $ 2,902 | $ 3,397 |
Completed technologies [Member] | ||
Indefinite Lived Intangible Assets By Major Class [Line Items] | ||
Weighted Average Amortization Period | 6 years | |
Cost | $ 2,337 | |
Accumulated Amortization | 406 | |
Net | $ 1,931 | |
Customer relationships [Member] | ||
Indefinite Lived Intangible Assets By Major Class [Line Items] | ||
Weighted Average Amortization Period | 6 years | |
Cost | $ 957 | |
Accumulated Amortization | 166 | |
Net | $ 791 | |
Tradenames [Member] | ||
Indefinite Lived Intangible Assets By Major Class [Line Items] | ||
Weighted Average Amortization Period | 5 years | |
Cost | $ 227 | |
Accumulated Amortization | 47 | |
Net | $ 180 |
Goodwill and Intangible Asset31
Goodwill and Intangible Assets - Schedule of Estimated Future Amortization Expense (Detail) - USD ($) $ in Thousands | Jun. 30, 2016 | Sep. 30, 2015 |
Goodwill And Intangible Assets Disclosure [Abstract] | ||
2016 (remaining three months) | $ 149 | |
2,017 | 594 | |
2,018 | 594 | |
2,019 | 594 | |
2,020 | 582 | |
Thereafter | 389 | |
Net | $ 2,902 | $ 3,397 |
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, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense included in expenses | $ 947 | $ 810 | $ 3,108 | $ 2,495 |
Cost of Sales [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense included in expenses | 37 | 1 | 89 | 1 |
Sales and Marketing [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense included in expenses | 260 | 176 | 748 | 543 |
Research and Development [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense included in expenses | 159 | 130 | 502 | 427 |
General and Administrative [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense included in expenses | $ 491 | $ 503 | $ 1,769 | $ 1,524 |
Stockholders' Equity - Fair Val
Stockholders' Equity - Fair Value Calculations for Stock-Based Compensation Awards (Detail) | 9 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Equity [Abstract] | ||
Risk-free interest rate, Minimum | 1.43% | 1.29% |
Risk-free interest rate, Maximum | 1.75% | 1.66% |
Expected life (years) | 5 years 10 months 24 days | 5 years 3 months |
Expected volatility | 83.00% | 98.00% |
Expected dividends | 0.00% | 0.00% |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - USD ($) | Jun. 17, 2015 | Jan. 31, 2016 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Sep. 30, 2015 | Jun. 30, 2015 | Sep. 30, 2016 | Jan. 27, 2016 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Unrecognized compensation expense | $ 8,400,000 | $ 8,400,000 | |||||||
Weighted average period for unrecognized compensation expense expected to be recognized | 2 years 11 months 12 days | ||||||||
Purchase of common stock | 3,086,774 | 3,777,993 | 3,086,774 | 3,647,705 | 3,777,993 | ||||
Recognized compensation expense | $ 947,000 | $ 810,000 | $ 3,108,000 | $ 2,495,000 | |||||
Unrecognized compensation expense | $ 2,300,000 | $ 3,700,000 | 2,300,000 | 3,700,000 | |||||
Total intrinsic value of options exercised | $ 2,800,000 | $ 300,000 | |||||||
Weighted average fair value of options granted | $ 4.51 | ||||||||
Weighted-average remaining contractual term | 6 years 8 months 9 days | 7 years 2 months 12 days | |||||||
Weighted-average exercise price, outstanding shares | $ 3.94 | $ 3.61 | $ 3.94 | $ 3.70 | $ 3.61 | ||||
Aggregate intrinsic value, outstanding shares | $ 11,500,000 | $ 4,200,000 | $ 11,500,000 | $ 4,200,000 | |||||
Percentage of earnout shares vest and eligible for resale | 12.50% | ||||||||
Percentage of remaining earnout shares vest and eligible for resale | 87.50% | ||||||||
Earnout Shares [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Recognized compensation expense | 46,000 | $ 200,000 | |||||||
Vesting period of shares received | 27 months | ||||||||
Common stock trading period | 10 days | ||||||||
Earnout Shares [Member] | Maximum [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Delivery period of written statement of calculation of revenue and net income for earnout period | 75 days | ||||||||
ID Checker [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Business combination, paid earnout shares issued | 137,306 | 137,306 | |||||||
ID Checker [Member] | Maximum [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Business combination, earnout shares | $ 1,000,000 | ||||||||
ID Checker [Member] | Closing Shares [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Recognized compensation expense | 300,000 | $ 900,000 | |||||||
Unrecognized compensation expense | $ 1,500,000 | $ 1,500,000 | |||||||
Common stock issued during acquisition, share | 712,790 | ||||||||
Vesting period of shares received | 27 months | ||||||||
2012 Plan [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Common stock reserved for issuance | 6,000,000 | ||||||||
Purchase of common stock | 1,987,046 | 1,987,046 | |||||||
Number of common stock reserved for future grants | 2,139,637 | 2,139,637 | |||||||
2010 Stock Option Plan [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Purchase of common stock | 1,099,728 | 1,099,728 | |||||||
Director Plan [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Number of common stock reserved for future grants | 130,171 | 130,171 | |||||||
Scenario, Previously Reported [Member] | 2012 Plan [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Common stock reserved for issuance | 4,000,000 | ||||||||
Scenario, Forecast [Member] | ID Checker [Member] | Maximum [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Business combination, earnout shares | $ 1,000,000 | ||||||||
Restricted Stock Units (RSUs) [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Weighted average period for unrecognized compensation expense expected to be recognized | 2 years 10 months 6 days | 2 years 4 months 24 days | |||||||
Common stock reserved for issuance | 1,000,000 | 1,000,000 | |||||||
Options outstanding | 1,933,419 | 1,933,419 | 802,917 | ||||||
Recognized compensation expense | $ 700,000 | 300,000 | $ 2,000,000 | $ 900,000 | |||||
Restricted Stock Units (RSUs) [Member] | 2012 Plan [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Options outstanding | 1,288,419 | 1,288,419 | |||||||
Restricted Stock Units (RSUs) [Member] | Director Plan [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Purchase of common stock | 644,998 | 644,998 | |||||||
Stock options [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Weighted average period for unrecognized compensation expense expected to be recognized | 2 years 7 months 6 days | 2 years 9 months 18 days | |||||||
Recognized compensation expense | $ 300,000 | 500,000 | $ 1,100,000 | $ 1,600,000 | |||||
Restricted stock units [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Unrecognized compensation expense | $ 6,100,000 | $ 2,100,000 | $ 6,100,000 | $ 2,100,000 |
Stockholders' Equity - Stock Op
Stockholders' Equity - Stock Option Activity (Detail) - $ / shares | 9 Months Ended | 12 Months Ended |
Jun. 30, 2016 | Sep. 30, 2015 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ||
Number of Shares, Beginning balance | 3,647,705 | |
Number of Shares, Granted | 98,500 | |
Number of Shares, Exercised | (612,347) | |
Number of Shares, Cancelled | (47,084) | |
Number of Shares, Ending balance | 3,086,774 | 3,647,705 |
Weighted Average Exercise Price Per Share, Beginning balance | $ 3.70 | |
Weighted Average Exercise Price Per Share, Granted | 4.51 | |
Weighted Average Exercise Price Per Share, Exercised | 2.61 | |
Weighted Average Exercise Price Per Share, Cancelled | 4.28 | |
Weighted Average Exercise Price Per Share, Ending balance | $ 3.94 | $ 3.70 |
Weighted Average Remaining Contractual Term (in Years) | 6 years 8 months 9 days | 7 years 1 month 24 days |
Stockholders' Equity - RSU Acti
Stockholders' Equity - RSU Activity (Detail) - Restricted Stock Units (RSUs) [Member] | 9 Months Ended |
Jun. 30, 2016$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Shares, Beginning balance | shares | 802,917 |
Number of Shares, Granted | shares | 1,414,000 |
Number of Shares, Settled | shares | (255,371) |
Number of Shares, Cancelled | shares | (28,127) |
Number of Shares, Ending balance | shares | 1,933,419 |
Weighted Average Fair Market Value Per Share, Beginning balance | $ / shares | $ 4.49 |
Weighted Average Fair Market Value Per Share, Granted | $ / shares | 4.59 |
Weighted Average Fair Market Value Per Share, Settled | $ / shares | 4.95 |
Weighted Average Fair Market Value Per Share, Cancelled | $ / shares | 4.17 |
Weighted Average Fair Market Value Per Share, Ending balance | $ / shares | $ 4.51 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Sep. 30, 2015 | |
Income Taxes [Line Items] | |||||
Deferred tax valuation allowance, percentage | 100.00% | 100.00% | |||
Accrued interest or penalties | $ 0 | $ 0 | $ 0 | ||
Recognized income tax interest and/or penalties | $ 0 | $ 0 | $ 0 | $ 0 | |
Federal [Member] | |||||
Income Taxes [Line Items] | |||||
Net operating loss carryforwards will begin to expire | Sep. 30, 2018 | ||||
State [Member] | |||||
Income Taxes [Line Items] | |||||
Net operating loss carryforwards will begin to expire | Sep. 30, 2016 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - 9 months ended Jun. 30, 2016 | USD ($)ft² | EUR (€)ft² |
Loss Contingencies [Line Items] | ||
Expiration date of term of lease | Jun. 30, 2019 | |
Annual base rent | $ 500,000 | |
Increased percentage of Company's annual base rent | 3.00% | 3.00% |
Tenant improvement allowances | $ 700,000 | |
Unamortized lease incentives | $ 300,000 | |
ID Checker [Member] | ||
Loss Contingencies [Line Items] | ||
Expiration date of term of lease | May 31, 2020 | |
Annual base rent | € | € 48,000 | |
Building [Member] | ||
Loss Contingencies [Line Items] | ||
Amended office space subject to the lease | ft² | 22,523 | 22,523 |
Other current liabilities [Member] | ||
Loss Contingencies [Line Items] | ||
Unamortized lease incentives | $ 100,000 | |
Other non-current liabilities [Member] | ||
Loss Contingencies [Line Items] | ||
Unamortized lease incentives | 200,000 | |
Standby letter of credit [Member] | ||
Loss Contingencies [Line Items] | ||
Standby letter of credit to the landlord | $ 200,000 |
Revenue and Vendor Concentrat39
Revenue and Vendor Concentrations - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Sep. 30, 2015 | |
Revenue, Major Customer [Line Items] | |||||
Revenue | $ 9,105 | $ 6,440 | $ 25,031 | $ 17,502 | |
Accounts receivable, net | 4,614 | 4,614 | $ 3,937 | ||
Customer Concentration Risk [Member] | |||||
Revenue, Major Customer [Line Items] | |||||
Revenue | $ 3,700 | $ 3,600 | $ 4,400 | $ 6,600 | |
Customer Concentration Risk [Member] | Sales Revenue Net [Member] | |||||
Revenue, Major Customer [Line Items] | |||||
Total revenue, percentage | 10.00% | 10.00% | |||
Geographic Concentration Risk [Member] | Sales Revenue Net [Member] | |||||
Revenue, Major Customer [Line Items] | |||||
Total revenue, percentage | 11.00% | 3.00% | 10.00% | 1.00% | |
Customer One [Member] | Customer Concentration Risk [Member] | Sales Revenue Net [Member] | |||||
Revenue, Major Customer [Line Items] | |||||
Total revenue, percentage | 22.00% | 24.00% | 18.00% | 27.00% | |
Customer Two [Member] | Customer Concentration Risk [Member] | Sales Revenue Net [Member] | |||||
Revenue, Major Customer [Line Items] | |||||
Total revenue, percentage | 19.00% | 20.00% | 11.00% | ||
Customer Three [Member] | Customer Concentration Risk [Member] | Sales Revenue Net [Member] | |||||
Revenue, Major Customer [Line Items] | |||||
Total revenue, percentage | 12.00% | ||||
Major Customers [Member] | Customer Concentration Risk [Member] | |||||
Revenue, Major Customer [Line Items] | |||||
Accounts receivable, net | $ 600 | $ 2,000 | $ 600 | $ 2,000 | |
Channel Partners [Member] | Supplier Concentration Risk [Member] | Sales Revenue Net [Member] | |||||
Revenue, Major Customer [Line Items] | |||||
Total revenue, percentage | 10.00% |