mitk-20220428
0000807863FALSE00008078632021-04-292021-04-29

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 
FORM 8-K
 
 
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): April 28, 2022
 
MITEK SYSTEMS, INC.
(Exact name of registrant as specified in its charter)
 
 
Delaware001-3523187-0418827
(State or other jurisdiction
of incorporation)
(Commission File Number)(IRS Employer
Identification No.)
   
600 B Street, Suite 100
San Diego,California 92101
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (619) 269-6800
Not Applicable
(Former name or former address, if changed since last report.)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, par value $0.001 per shareMITK
The NASDAQ Capital Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.



Item 2.02 Results of Operations and Financial Condition.
On April 28, 2022, Mitek Systems, Inc. (the “Company”) issued a press release announcing the Company’s financial results for the second quarter ended March 31, 2022. A copy of the Company’s press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
In accordance with General Instruction B.2 of Form 8-K, the information in Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit Number Description
99.1 Press Release issued by Mitek Systems, Inc. on April 28, 2022
104
Cover Page Interactive Data File, formatting Inline Extensible Business Reporting Language (iXBRL)



SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
 
  Mitek Systems, Inc.
    
April 28, 2022 By:/s/ Frank Teruel
   Frank Teruel
   Chief Financial Officer




Exhibit Index
 
Exhibit Number Description
99.1 
104
Cover Page Interactive Data File, formatting Inline Extensible Business Reporting Language (iXBRL)


Document

Mitek Delivers 21% Year Over Year Revenue Growth and
Transformative Acquisition of Orchestration Provider During the Quarter

Mitek Adds End-to-End KYC Platform to
Industry Leading Biometrics to Create Comprehensive Identity Provider

SAN DIEGO, CA, April 28, 2022 - Mitek Systems, Inc. (NASDAQ: MITK, www.miteksystems.com, “Mitek” or the “Company”), a global leader in digital identity (ID) and fraud prevention solutions, today reported financial results for its second quarter of fiscal 2022 ended March 31, 2022. Total revenue increased 21% year over year as commerce continues its rapid shift to digital channels.

Mitek capped the quarter with the March acquisition of HooYu, the United Kingdom’s leading Know Your Customer (KYC) technology pioneer. The acquisition allows Mitek to offer customers a powerful end-to-end, easy-to-use platform capable of managing the entire customer identity journey, including account opening, workflow, case management, analytics and re-verification/authentication.

Fiscal Second Quarter 2022 Financial Highlights

Total revenue increased 21% year over year to $34.7 million in a record second quarter.
GAAP net income increased 88% year over year to $1.9 million, or $0.04 per diluted share.
Non-GAAP net income increased 49% year over year to $10.8 million, or $0.24 per diluted share.
Cash flow from operations was $7.4 million.
Total cash and investments were $93.4 million at the end of the quarter.

“Digital identity verification has moved beyond just being an enabler of digital commerce, it now serves as an integral element of most organizations’ technology stack,” said CEO Max Carnecchia. “We believe the next decade of fraud prevention will be defined by an organization’s approach to the lifecycle of identity and access management capabilities. With our acquisition of HooYu, Mitek is significantly expanding access to these services through our low code no code orchestration platform.”

“Our acquisition of HooYu continues to expand our digital identity offering allowing for a more seamless and complete customer identification experience at scale while also significantly bolstering our fraud prevention capabilities,” added CFO Frank Teruel.We are excited about the opportunity to bring these capabilities to more use cases and industries helping them increase customer acceptance while reducing fraud and operational costs.”

Conference Call Information

Mitek management will host a conference call and live webcast for analysts and investors today at 1:30 p.m. Pacific Time (4:30 p.m. Eastern Time) to discuss the Company’s financial results.

To access the live call, dial 888-204-4368 (US and Canada) or +1 323-994-2093 (International) and give the participant passcode 5221376.

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

About Mitek Systems, Inc.

Mitek (NASDAQ: MITK) is a global leader in digital identity and fraud prevention solutions built on the latest advancements in computer vision and artificial intelligence. Mitek’s digital identity solutions enable organizations to verify an individual’s identity during digital transactions to reduce risk and meet regulatory requirements, while increasing revenue from digital channels. More than 7,500 organizations



use Mitek to enable trust and convenience for mobile check deposit, new account opening, and more. Mitek is based in San Diego, Calif., with offices across the U.S. and Europe. Learn more at www.miteksystems.com. [(MITK-F)]

Follow Mitek on LinkedIn, Twitter and YouTube, and read Mitek’s latest blog posts here.

Notice Regarding Forward-Looking Statements

Statements contained in this news release relating to the Company or its management’s intentions, hopes, beliefs, expectations or predictions of the future, including, but not limited to, statements relating to the Company’s long-term prospects and market opportunities are forward-looking statements. Such forward-looking statements are subject to a number of risks and uncertainties, including, but not limited to, risks related to the Company’s ability to withstand negative conditions in the global economy, the extent to which the COVID-19 outbreak and measures taken in response thereto impact its business, results of operations and financial condition, a lack of demand for or market acceptance of the Company’s products, the impact of the Company’s acquisition of HooYu Ltd. including any operational or cultural difficulties associated with the integration of the businesses of Mitek and HooYu, the Company’s ability to continue to develop, produce and introduce innovative new products in a timely manner or the outcome of any pending or threatened litigation and the timing of the implementation and launch of the Company’s products by the Company’s signed customers.

Additional risks and uncertainties faced by the Company are contained from time to time in the Company’s filings with the U.S. Securities and Exchange Commission (SEC), including, but not limited to, the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, 2021, as filed with the SEC on December 13, 2021 and its quarterly reports on Form 10-Q and current reports on Form 8-K, which you may obtain for free on the SEC’s website at www.sec.gov. Collectively, these risks and uncertainties could cause the Company’s actual results to differ materially from those projected in its forward-looking statements and you are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. The Company disclaims any intention or obligation to update, amend or clarify these forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.

Investor Contact:
Todd Kehrli or Jim Byers
MKR Group, Inc.
mitk@mkr-group.com

Note Regarding Use of Non-GAAP Financial Measures

This news release contains non-U.S. generally accepted accounting principles (“GAAP”) financial measures for non-GAAP net income and non-GAAP net income per share that exclude stock compensation expenses, intellectual property litigation costs, acquisition-related costs and expenses, amortization of debt discount and issuance costs, income tax effect of pre-tax adjustments, and the cash tax difference. These financial measures are not calculated in accordance with GAAP and are not based on any comprehensive set of accounting rules or principles. In evaluating the Company’s performance, management uses certain non-GAAP financial measures to supplement financial statements prepared under GAAP. Management believes these non-GAAP financial measures provide a useful measure of the Company’s operating results, a meaningful comparison with historical results and with the results of other companies, and insight into the Company’s ongoing operating performance. Further, management and the Board of Directors of the Company utilize these non-GAAP financial measures to gain a better understanding of the Company’s comparative operating performance from period-to-period and as a basis for planning and forecasting future periods. Management believes these non-GAAP financial measures, when read in conjunction with the Company’s GAAP financial statements, are useful to investors because they provide a basis for meaningful period-to-period comparisons of the Company’s ongoing operating results, including results of operations against investor and analyst financial models, which helps identify trends in the Company’s underlying business and provides a better understanding of how management plans and measures the Company’s underlying business.




MITEK SYSTEMS, INC.
CONSOLIDATED BALANCE SHEETS
(Unaudited)
(amounts in thousands except share data)
 March 31, 2022September 30, 2021
ASSETS  
Current assets:  
Cash and cash equivalents$23,984 $30,312 
Short-term investments37,910 149,057 
Accounts receivable, net23,858 16,602 
Contract assets4,503 4,080 
Prepaid expenses2,409 1,920 
Other current assets1,849 2,085 
Total current assets94,513 204,056 
Long-term investments31,493 48,051 
Property and equipment, net3,938 3,671 
Right-of-use assets6,098 7,056 
Goodwill and intangible assets233,253 91,830 
Deferred income tax assets16,479 10,511 
Convertible senior notes hedge— 48,208 
Other non-current assets5,292 6,310 
Total assets$391,066 $419,693 
LIABILITIES AND STOCKHOLDERS’ EQUITY  
Current liabilities:  
Accounts payable$5,359 $2,507 
Accrued payroll and related taxes8,271 11,776 
Deferred revenue, current portion9,700 10,381 
Lease liabilities, current portion1,944 1,943 
Acquisition-related contingent consideration10,790 11,050 
Other current liabilities3,469 1,552 
Total current liabilities39,533 39,209 
Convertible senior notes124,370 120,918 
Embedded conversion derivative— 48,208 
Deferred revenue, non-current portion1,053 955 
Lease liabilities, non-current portion5,485 6,588 
Deferred income tax liabilities22,100 4,117 
Other non-current liabilities6,250 6,868 
Total liabilities198,791226,863
Stockholders’ equity:  
Preferred stock, $0.001 par value, 1,000,000 shares authorized, none issued and outstanding— — 
Common stock, $0.001 par value, 120,000,000 shares authorized, 44,344,361 and 44,168,745 issued and outstanding, as of March 31, 2022 and September 30, 2021, respectively44 44 
Additional paid-in capital213,398 199,935 
Accumulated other comprehensive loss(5,170)(943)
Accumulated deficit(15,997)(6,066)
Treasury stock, at cost, no shares and 7,773 shares as of March 31, 2022 and September 30, 2021, respectively— (140)
Total stockholders’ equity192,275 192,830 
Total liabilities and stockholders’ equity$391,066 $419,693 





MITEK SYSTEMS, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(amounts in thousands except per share data)
  
 Three Months Ended March 31,Six Months Ended March 31,
 2022202120222021
Revenue  
Software and hardware$19,280 $13,013 $34,725 $25,315 
Services and other15,434 15,760 32,461 29,433 
Total revenue34,714 28,773 67,186 54,748 
Operating costs and expenses 
Cost of revenue—software and hardware310 670 688 1,915 
Cost of revenue—services and other3,000 3,122 5,978 6,015 
Selling and marketing9,206 8,530 17,644 15,915 
Research and development8,236 6,691 15,842 12,855 
General and administrative6,073 5,718 12,037 10,776 
Acquisition-related costs and expenses3,056 1,659 5,335 3,352 
Total operating costs and expenses29,881 26,390 57,524 50,828 
Operating income4,833 2,383 9,662 3,920 
Interest expense2,040 1,3194,048 1,319 
Other income (expense), net(231)372 (96)468 
Income before income taxes2,562 1,436 5,518 3,069 
Income tax benefit (provision)(651)(417)(483)117 
Net income$1,911 $1,019 $5,035 $3,186 
Net income per share—basic$0.04 $0.02 $0.11 $0.07 
Net income per share—diluted$0.04 $0.02 $0.11 $0.07 
Shares used in calculating net income per share—basic
44,775 43,138 44,795 42,835 
Shares used in calculating net income per share—diluted
46,097 44,554 46,206 44,367 


























MITEK SYSTEMS, INC.
NON-GAAP NET INCOME RECONCILIATION
(Unaudited)
(amounts in thousands except per share data)
  
Three Months Ended March 31, Six Months Ended March 31,
2022202120222021
Net income$1,911 $1,019 $5,035 $3,186 
Non-GAAP adjustments:
Acquisition-related costs and expenses(2)
3,417 1,659 5,696 3,352 
Intellectual property litigation costs286 275 661 517 
Stock compensation expense3,298 2,968 6,429 5,715 
Amortization of debt discount and issuance costs1,738 1,147 3,453 1,147 
Income tax effect of pre-tax adjustments(2,185)(1,391)(4,060)(2,468)
Cash tax difference(1)
2,377 1,621 3,793 2,006 
Non-GAAP net income10,842 7,298 21,007 13,455 
Non-GAAP income per share—basic$0.24 $0.17 $0.47 $0.31 
Non-GAAP income per share—diluted$0.24 $0.16 $0.45 $0.30 
Shares used in calculating non-GAAP net income per share—basic44,775 43,138 44,795 42,835 
Shares used in calculating non-GAAP net income per share—diluted46,097 44,554 46,206 44,367 

(1)The Company’s non-GAAP net income is calculated using a cash tax rate of 3% in both fiscal 2022 and 2021. The estimated cash tax rate is the estimated tax payable on the Company’s tax returns as a percentage of estimated annual non-GAAP pre-tax net income. The Company uses an estimated cash tax rate to adjust for the historical variation in the effective book tax rate associated with the reversal of valuation allowances, the utilization of research and development tax credits, and the utilization of loss carryforwards which currently have an overall effect of reducing taxes payable. The Company believes that the cash tax rate provides a more transparent view of the Company’s operating results. The Company’s effective tax rate used for the purposes of calculating GAAP net income for the three months ended March 31, 2022 and 2021 was 25% and 29%, respectively. The Company’s effective tax rate used for the purposes of calculating GAAP net income for the six months ended March 31, 2022 and 2021 was 9% and negative 4%, respectively.
(2)Included in acquisition-related costs and expenses is $0.3 million of foreign exchange and investment losses incurred in connection with the acquisition of HooYu Ltd. which is included in other income (expense), net in the consolidated statements of operations.