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): November 7, 2012
Mitek Systems, Inc.
(Exact Name of Registrant as Specified in Charter)
| Delaware | 001-35231 | 87-0418827 | ||
| (State or Other Jurisdiction of Incorporation) |
Commission File Number |
(I.R.S. Employer Identification Number) |
8911 Balboa Ave., Suite B, San Diego, California 92123
(Address of Principal Executive Offices) (Zip Code)
Registrant’s telephone number, including area code: (858) 309-1700
N/A
(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:
| ¨ | 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)) |
Item 2.02. Results of Operations and Financial Condition.
On November 7, 2012, Mitek Systems, Inc. (the “Company”) issued a press release regarding the Company’s financial results for the fourth quarter and fiscal year ended September 30, 2012. The full text of the Company’s press release is attached hereto as Exhibit 99.1.
In accordance with General Instruction B.2 of Form 8-K, the information in 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 |
| 99.1 | Press Release issued on November 7, 2012. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Mitek Systems, Inc. | ||
| By: |
/s/ James B. DeBello | |
| James B. DeBello | ||
| President and Chief Executive Officer | ||
Date: November 7, 2012
EXHIBIT INDEX
| Exhibit No. |
Description | |
| 99.1 | Press Release issued on November 7, 2012. | |
Exhibit 99.1
Mitek Reports Fourth Quarter and Fiscal 2012 Financial Results
| • | Signed 564 financial institutions to date with 205 customers live as of Sept. 30, 2012 |
| • | Mobile Deposit transaction usage increased more than 25% over the prior quarter |
SAN DIEGO – November 7, 2012 – Mitek Systems, Inc. (NASDAQ: MITK; www.miteksystems.com), a leading mobile imaging software solutions provider, today announced financial results for the fourth quarter and full fiscal year 2012, which ended September 30, 2012.
| Q4 FY 2012 | Q4 FY 2011 | FY 2012 | FY 2011 | |||||||||||||
| Revenue |
$ | 1.2M | $ | 3.0M | $ | 9.1M | $ | 10.3M | ||||||||
| GAAP Net Loss |
($ | 3.0M | ) | ($ | 0.2M | ) | ($ | 7.8M | ) | ($ | 0.1M | ) | ||||
| GAAP Net Loss Per Share |
($ | 0.12 | ) | ($ | 0.01 | ) | ($ | 0.31 | ) | ($ | 0.01 | ) | ||||
| Non-GAAP Net Income (Loss)* |
($ | 2.4M | ) | $ | 0.2M | ($ | 5.2M | ) | $ | 1.6M | ||||||
| Non-GAAP Net Income (Loss) Per Share* |
($ | 0.09 | ) | $ | 0.01 | ($ | 0.21 | ) | $ | 0.06 | ||||||
| *Please | see GAAP to Non-GAAP reconciliation at the end of this news release |
“During fiscal 2012, we made significant progress in laying the foundation for Mitek’s future growth, and we’re focused on investing in our business and executing on our strategy,” said James B. DeBello, president and CEO of Mitek. “We navigated a number of significant transitions during the year, including the delayed launch of our second product, Mobile Photo Bill Pay. While we are clearly disappointed that we did not meet our revenue goals for the year, we are doing the work necessary to yield positive future results and position Mitek for long term growth. We further strengthened our senior management team with the addition of Mike Strange, CTO, and Mike Diamond, SVP of Sales, and appointed industry veterans to our board of directors and advisory board. We made significant investments in new product development, which resulted
Mitek Reports Fourth Quarter and Fiscal 2012 Financial Results
in a stronger Mobile Photo Bill Pay offering and culminated in our entering a strategic relationship with a top ten retail bank for that product. We believe continued investment in fiscal 2013 will enable Mitek to continue its market leadership and capitalize on the growing adoption of our patented mobile imaging solutions.”
Total revenue for the fourth quarter of fiscal 2012 was $1.2 million compared to total revenue of $3.0 million in the fourth quarter of fiscal 2011. Total revenue for fiscal 2012 was $9.1 million compared to total revenue of $10.3 million in fiscal 2011. The year-over-year decrease in revenue was primarily driven by signing fewer large software licenses. The Company expects continued fluctuation in total revenue due to the timing of signing of software licenses.
Total operating expenses for the fourth quarter of 2012 were $4.2 million compared to $3.3 million for the fourth quarter of 2011. Total operating expenses for fiscal 2012 were $17.0 million compared to $10.0 million in fiscal 2011. The year-over-year increase in total operating expenses was primarily driven by R&D expenses associated with new product development, increased sales and marketing expenses, non-cash stock compensation expense and legal fees.
The Company ended fiscal 2012 with cash, cash equivalents and investments of $14.6 million, compared to $16.3 million at the end of fiscal 2011.
Highlights
| • | Signed 392 financial institutions with 169 customers live during fiscal 2012, including the nation’s top retail banks |
| • | Appointed Bruce Hansen to the Company’s board of directors |
| • | Named Jane J. Thompson and Jim Hale to the Company’s advisory board |
| • | Enhanced the depth and breadth of the Company’s R&D, Finance, Sales and Professional Services organizations by hiring Michael Strange, Russell Clark, and Michael Diamond. |
| • | Mitek technology enabled over $10 billion in mobile deposits as of May 2012 |
| • | Demonstrated mobile check cashing for underbanked consumers at Finovate 2012 |
| • | Announced mobile imaging solutions for insurance with Progressive |
Page 2
Mitek Reports Fourth Quarter and Fiscal 2012 Financial Results
Conference Call
Mitek management will host a conference call and live webcast for analysts and investors today at 5:00 p.m. ET to discuss the Company’s financial results. To participate, please dial in as follows approximately ten minutes in advance of the scheduled start time:
| • | Parties in the United States and Canada can access the call by dialing 1-866-543-6403, using conference code 45181581 |
| • | International parties can access the call by dialing 1-617-213-8896, using conference code 45181581 |
Mitek will offer a live webcast of the conference call, which will also include forward-looking information. The webcast will be accessible at: http://www.media-server.com/m/p/hrunnh99 and will be archived on the “Investor Relations” section of the Company’s website at www.miteksystems.com for a period of 30 days. An audio replay of the conference call will be available approximately two hours after the call and will be archived for 30 days. To hear the replay, parties in the United States and Canada should call 1-888-286-8010 and enter conference code 14521904. International parties should call 1-617-801-6888 and enter conference code 14521904.
About Mitek
Headquartered in San Diego, Calif., Mitek Systems, Inc. (NASDAQ: MITK) is a mobile imaging software solutions provider that allows users to remotely deposit checks, pay their bills, get insurance quotes, and transfer credit card balances by snapping a picture with their camera-equipped smartphones and tablets instead of using the device keyboard. Mitek’s technology increases convenience for the consumer by eliminating the need to go to the bank branch or automated teller machine, and dramatically reduces processing and customer acquisition costs while increasing customer retention. With a strong patent portfolio, Mitek is positioned as the leading innovator in mobile imaging software and currently provides its solutions to Fortune 500 financial services companies. For more information about Mitek, please visit http://www.miteksystems.com.
Forward-Looking Statements
Statements contained in this news release relating to the Company’s or 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, market opportunities beyond the financial services market, expansion of product offerings, and the pursuit of partnerships in new market segments 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, a lack of demand for or market acceptance of the Company’s products, 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 launch of Mobile Deposit 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
Page 3
Mitek Reports Fourth Quarter and Fiscal 2012 Financial Results
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, 2011 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.
Note Regarding Use of Non-GAAP Financial Measures
This news release contains non-GAAP financial measures for non-GAAP net (loss) income and non-GAAP net (loss) income per share that exclude stock compensation expense, non-cash interest expense on convertible debt and amortization of capitalized debt issuance costs. These financial measures are not calculated in accordance with generally accepted accounting principles (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 utilize these non-GAAP financial measures to gain a better understanding of evaluating 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 financials, 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, identifying trends in the Company’s underlying business and performing related trend analyses, and they provide a better understanding of how management plans and measures the Company’s underlying business.
© 2012 Mitek Systems, Inc. All rights reserved. The Mitek Systems name and logo and Mobile Deposit® are registered trademarks of Mitek Systems, Inc. Other product or service names mentioned herein are the trademarks of their respective owners. MITK-F
###
Contact:
Julie Cunningham
Vice President, Investor Relations & Corporate Communications
Mitek Systems
858.309.1780
ir@miteksystems.com
Connect with us on Facebook: http://www.facebook.com/MitekSystems
Follow us on Twitter: @miteksystems
See us on YouTube: http://www.youtube.com/miteksystems
Read our latest blog post: http://www.miteksystems.com/blog
Page 4
Mitek Reports Fourth Quarter and Fiscal 2012 Financial Results
MITEK SYSTEMS, INC
BALANCE SHEETS
(Unaudited)
| September 30, 2012 |
September 30, 2011 |
|||||||
| ASSETS |
||||||||
| Current assets: |
||||||||
| Cash and cash equivalents |
$ | 6,702,090 | $ | 5,655,716 | ||||
| Short-term investments |
5,819,537 | 10,187,638 | ||||||
| Accounts receivable, net |
1,097,311 | 2,956,295 | ||||||
| Other current assets |
485,165 | 317,382 | ||||||
|
|
|
|
|
|||||
| Total current assets |
14,104,103 | 19,117,031 | ||||||
| Long-term investments |
2,085,690 | 417,230 | ||||||
| Property and equipment, net |
491,079 | 196,519 | ||||||
| Other non-current assets |
42,049 | 120,903 | ||||||
|
|
|
|
|
|||||
| Total assets |
$ | 16,722,921 | $ | 19,851,683 | ||||
|
|
|
|
|
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| LIABILITIES AND STOCKHOLDERS’ EQUITY |
||||||||
| Current liabilities: |
||||||||
| Accounts payable |
$ | 711,950 | $ | 358,907 | ||||
| Accrued payroll and related taxes |
726,965 | 496,009 | ||||||
| Deferred revenue |
1,632,085 | 873,230 | ||||||
| Other current liabilities |
31,656 | 45,185 | ||||||
|
|
|
|
|
|||||
| Total current liabilities |
3,102,656 | 1,773,331 | ||||||
| Other non-current liabilities |
63,586 | 23,061 | ||||||
|
|
|
|
|
|||||
| Total liabilities |
3,166,242 | 1,796,392 | ||||||
|
|
|
|
|
|||||
| Stockholders’ equity: |
||||||||
| Preferred stock, $0.001 par value, 1,000,000 shares authorized,none issued and outstanding |
— | — | ||||||
| Common stock, $0.001 par value, 40,000,000 shares authorized, 25,995,216 and 24,144,366 issued and outstanding, respectively |
25,995 | 24,144 | ||||||
| Additional paid-in capital |
36,990,691 | 33,660,397 | ||||||
| Accumulated other comprehensive income |
(616 | ) | (9,855 | ) | ||||
| Accumulated deficit |
(23,459,391 | ) | (15,619,395 | ) | ||||
|
|
|
|
|
|||||
| Total stockholders’ equity |
13,556,679 | 18,055,291 | ||||||
|
|
|
|
|
|||||
| Total liabilities and stockholders’ equity |
$ | 16,722,921 | $ | 19,851,683 | ||||
|
|
|
|
|
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Page 5
Mitek Reports Fourth Quarter and Fiscal 2012 Financial Results
MITEK SYSTEMS, INC.
STATEMENTS OF OPERATIONS
(Unaudited)
| Three Months Ended September 30, |
Twelve Months Ended September 30, |
|||||||||||||||
| 2012 | 2011 | 2012 | 2011 | |||||||||||||
| Revenue |
||||||||||||||||
| Software |
$ | 524,970 | $ | 2,468,828 | $ | 6,386,361 | $ | 8,122,744 | ||||||||
| Maintenance and professional services |
694,763 | 571,311 | 2,706,322 | 2,143,231 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Total revenue |
1,219,733 | 3,040,139 | 9,092,683 | 10,265,975 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Operating costs and expenses |
||||||||||||||||
| Cost of revenue-software |
112,722 | 147,040 | 540,321 | 662,080 | ||||||||||||
| Cost of revenue-maintenance and professional services |
179,973 | 123,225 | 723,599 | 509,654 | ||||||||||||
| Selling and marketing |
808,484 | 778,710 | 3,450,054 | 2,410,711 | ||||||||||||
| Research and development |
1,637,072 | 1,025,422 | 6,664,030 | 2,996,109 | ||||||||||||
| General and administrative |
1,506,528 | 1,189,014 | 5,595,843 | 3,431,023 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Total operating costs and expenses |
4,244,779 | 3,263,411 | 16,973,847 | 10,009,577 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Operating (loss) income |
(3,025,046 | ) | (223,272 | ) | (7,881,164 | ) | 256,398 | |||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Other income (expense), net |
||||||||||||||||
| Interest and other expense, net |
(48,014 | ) | (40,450 | ) | (239,984 | ) | (427,547 | ) | ||||||||
| Interest income |
58,225 | 44,342 | 277,144 | 48,584 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Total other income (expense), net |
10,211 | 3,892 | 37,160 | (378,963 | ) | |||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Loss before income taxes |
(3,014,835 | ) | (219,380 | ) | (7,844,004 | ) | (122,565 | ) | ||||||||
| (Benefit from) provision for income taxes |
(4,808 | ) | — | (4,008 | ) | 2,492 | ||||||||||
|
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|
|
|
|
|
|
|
|||||||||
| Net loss |
$ | (3,010,027 | ) | $ | (219,380 | ) | $ | (7,839,996 | ) | $ | (125,057 | ) | ||||
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|
|
|
|
|
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|
|||||||||
| Net loss per share - basic and diluted |
$ | (0.12 | ) | $ | (0.01 | ) | $ | (0.31 | ) | $ | (0.01 | ) | ||||
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|
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|
|
|
|
|
|
|||||||||
| Shares used in calculating net loss per share - basic and diluted |
25,937,801 | 24,053,769 | 25,124,179 | 21,506,508 | ||||||||||||
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Page 6
Mitek Reports Fourth Quarter and Fiscal 2012 Financial Results
MITEK SYSTEMS, INC.
NON-GAAP NET (LOSS) INCOME RECONCILIATION
(Unaudited)
| Three Months Ended September 30, |
Twelve Months Ended September 30, |
|||||||||||||||
| 2012 | 2011 | 2012 | 2011 | |||||||||||||
| Loss before income taxes |
$ | (3,014,835 | ) | $ | (219,380 | ) | $ | (7,844,004 | ) | $ | (122,565 | ) | ||||
| Add back: |
||||||||||||||||
| Stock compensation expense |
615,988 | 379,891 | 2,599,858 | 1,271,238 | ||||||||||||
| Non-cash interest expense on convertible debt |
— | — | — | 384,124 | ||||||||||||
| Amortization of capitalized debt issuance costs |
— | — | — | 53,945 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Non-GAAP (loss) income before income taxes |
(2,398,847 | ) | 160,511 | (5,244,146 | ) | 1,586,742 | ||||||||||
| (Benefit from) provision for income taxes |
(4,808 | ) | — | (4,008 | ) | 2,492 | ||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Non-GAAP net (loss) income |
$ | (2,394,039 | ) | $ | 160,511 | $ | (5,240,138 | ) | $ | 1,584,250 | ||||||
|
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| Non-GAAP net (loss) income per share—diluted |
$ | (0.09 | ) | $ | 0.01 | $ | (0.21 | ) | $ | 0.06 | ||||||
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|
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|||||||||
| Shares used in computing diluted Non-GAAP net (loss) income per share |
25,937,801 | 28,045,515 | 25,124,179 | 25,416,011 | ||||||||||||
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