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Stockholders' Equity
9 Months Ended
Jun. 30, 2011
Stockholders' Equity Note [Abstract]  
Stockholders' Equity Note Disclosure [Text Block]
8.           Stockholders' Equity

In October 2010, the Company sold 500,000 shares of common stock at $1.50 per share to an accredited investor in a private placement, resulting in gross proceeds of $750,000.

In December 2010, the Company issued 1,418,573 shares of common stock upon the conversion of outstanding convertible debentures as discussed in greater detail in Note 6 to the financial statements included in this report.

In May 2011, the Company entered into a Securities Purchase Agreement with certain accredited investors pursuant to which, the Company sold to the investors an aggregate of 2,857,143 shares of the Company’s common stock at a purchase price of $5.25 per share for aggregate gross proceeds of $15,000,000.  The Company paid cash compensation of approximately $1,050,000 in placement agent fees and reimbursed $25,000 of placement agent out-of-pocket expenses incurred in connection with the financing.  In addition, the Company incurred legal fees of approximately $80,000 in connection with the private placement, resulting in net proceeds of approximately $13,845,000.
Warrants

Historically, the Company has granted warrants to purchase its common stock to service providers and investors.  As of June 30, 2011, the Company had warrants to purchase 132,189 shares of its common stock outstanding, all of which had an exercise price of $0.91 per share, subject to adjustment for stock splits, stock dividends and the like.

In connection with the issuance of shares of common stock to John H. Harland Company ("JHH Co.") in February and May 2005, the Company issued warrants to purchase 321,428 shares of the Company’s common stock at an exercise price of $0.70 per share, subject to adjustment for stock splits, stock dividends and the like.  In June 2011, JHH Co. exercised the warrants, which were due to expire between February and May 2012.  The warrants were exercised under the cashless exercise method, resulting in the issuance of 288,582 shares of common stock to the warrant holder and the cancellation of the remaining 32,846 shares in consideration of the issuance.  See Note 10 to the financial statements included in this report.

In connection with issuance of convertible debentures in December 2009, the Company issued warrants to purchase an aggregate of 337,501 shares of the Company’s common stock with an exercise price of $0.91 per share as discussed in greater detail in Note 6 to the financial statements included in this report.  Of such warrants, warrants to purchase 205,312 shares of the Company's common stock have been exercised and warrants to purchase 132,189 shares of common stock remain outstanding as of June 30, 2011.  These warrants expire in December 2014.

The following table summarizes warrant activity in the nine months ended June 30, 2011:
   
Number
   
Weighted-average
 
   
of warrants
   
exercise price
 
Oustanding and exercisable at September 30, 2010
    895,283     $ 0.84  
Issued
    -       -  
Exercised
    (763,094 )   $ 0.83  
Expired
    -       -  
Oustanding and exercisable at June 30, 2011
    132,189     $ 0.91  

Stock-based Compensation

The Company applies the fair value recognition provisions of the FASB ASC Topic 718, Compensation-Stock Compensation (“ASC 718”).

The fair value of stock options granted to employees and directors is calculated using the Black-Scholes option pricing model.  The Black-Scholes model requires subjective assumptions, including future stock price volatility and expected time to exercise, which greatly affect the calculated values.  The expected term of options granted is derived from historical data on employee exercises and post-vesting employment termination behavior.  The risk-free rate selected to value any particular grant is based on the U.S. Treasury rate that corresponds to the expected life of the grant effective as of the date of the grant.  The expected volatility is based on the historical volatility of the Company's stock price.  These factors could change in the future, affecting the determination of stock-based compensation expense in future periods.

The value of stock-based compensation is based on the single option valuation approach under ASC 718.  It is assumed no dividends will be declared.  The estimated fair value of stock-based compensation awards to employees is amortized using the straight-line method over the vesting period of the options.  The estimated expected remaining contractual life of stock option grants at June 30, 2011 was approximately 1.3 years on grants to directors and 6.7 years on grants to employees.

                 The fair value calculations for stock-based compensation awards to employees for the nine month periods ended June 30, 2011 and 2010 were based on the following assumptions:

   
2011
   
2010
 
             
Risk-free interst rate
  0.26% - 2.26%     0.35% - 2.58%  
Expected life (years)
  5.51     5.26  
Expected volatility
  193%     217%  
Expected dividends
 
None
   
None
 


ASC 718 requires the cash flows resulting from the tax benefits ensuing from tax deductions in excess of the compensation cost recognized for those options to be classified as financing cash flows.  Due to the Company's valuation allowance from losses in the previous years, there was no such tax benefits during the three and nine months ended June 30, 2011.  Prior to the adoption of ASC 718 those benefits would have been reported as operating cash flows had the Company received any tax benefits related to stock option exercises.

The following table summarizes stock-based compensation expense related to stock options and restricted stock unit awards under ASC 718, which was allocated as follows:

   
Three Months Ended
   
Nine Months Ended
 
   
June 30,
   
June 30,
 
   
2011
   
2010
   
2011
   
2010
 
Selling and marketing
  $ 65,324     $ 31,785     $ 168,471     $ 65,475  
Research and development
    76,892       10,199       196,666       19,772  
General and administrative
    219,547       32,561       526,210       205,982  
                                 
Stock-based compensation expense related to stock options and restricted stock unit awards included in operating expenses
  $ 361,763     $ 74,545     $ 891,347     $ 291,229  

As of June 30, 2011, the Company had $4,594,632 of unrecognized compensation expense expected to be recognized over the weighted average remaining vesting life of approximately 4.2 years.

Stock Options

The Company granted stock options to purchase 60,000 and 940,031 shares of its common stock during the three and nine months ended June 30, 2011, respectively, all of which were granted pursuant to the Company’s available stock option plans.


The following table summarizes vested and unvested options, fair value per share, weighted average remaining term and aggregate intrinsic value at June 30, 2011:


   
Number of Shares
   
Weighted Average
Grant Date Fair Value
Per Share
   
Weighted Average
Remaining Contractual
Life (in Years)
   
Aggregate Intrinsic
Value
 
                         
Vested
    3,093,427       0.56       5.03     $ 19,895,217  
Unvested
    1,592,178       2.05       8.88       8,098,679  
Total
    4,685,605       1.07       6.33     $ 27,993,896  

A summary of option activity under the Company’s stock equity plans during the nine months ended June 30, 2011 is as follows:
               
Weighted Average
 
         
Weighted Average
   
Remaining
 
   
Number of
   
Exercise Price Per
   
Contractual Term
 
   
Shares
   
Share
   
(in Years)
 
Outstanding, September 30, 2010
    4,534,328     $ 0.66       6.21  
                         
Granted:
                       
Board of Directors
    50,000     $ 1.95          
Executive Officers
    356,830     $ 2.60          
Employees
    533,201     $ 4.06          
Exercised
    (774,438 )   $ 0.54          
Cancelled
    (14,316 )   $ 0.57          
                         
Outstanding, June 30, 2011
    4,685,605     $ 1.23       6.33  

The following table summarizes significant ranges of outstanding and exercisable options as of June 30, 2011:

           
Weighted
               
Weighted
       
           
Average
               
Average
       
     
Number of
   
Remaining
   
Weighted
   
Number of
   
Exercise Price of
   
Number of
 
Range of
   
Options
   
Contractual Life
   
Average
   
Exercisable
   
Exercisable
   
Unvested
 
Exercise Prices
   
Outstanding
   
(in Years)
   
Exercise Price
   
Options
   
Options
   
Options
 
$ 0.07 - $0.09       617,308       6.23     $ 0.09       465,307     $ 0.09       152,001  
$ 0.35 - $0.70       1,020,060       5.16     $ 0.42       1,005,472     $ 0.42       14,588  
$ 0.72 - $0.80       1,051,646       6.97     $ 0.79       637,053     $ 0.79       414,593  
$ 0.82 - $1.95       1,093,060       4.78     $ 1.19       862,209     $ 1.13       230,851  
$ 2.32 to $7.05       903,531       8.87     $ 3.46       123,386     $ 3.50       780,145  
          4,685,605       6.33     $ 1.23       3,093,427     $ 0.77       1,592,178  

Restricted Stock Units

In January 2011, the Company's board of directors adopted, subject to stockholder approval, the Mitek Systems, Inc. Director Restricted Stock Unit Plan, as amended and restated (the "Director Plan"), reserving up to 1,000,000 shares of the Company's common stock for the issuance of restricted stock units to both employee and non-employee members of the board of directors of the Company.  On February 23, 2011, the Director Plan was approved by the Company's stockholders at its annual meeting.

On March 15, 2011, the Company awarded an aggregate of 300,000 restricted stock units to its directors.  The restricted stock units vest monthly over five years.  To the extent a restricted stock unit becomes vested, and subject to satisfaction of any tax withholding obligations, each vested restricted stock unit will entitle its holder to receive one share of the Company's common stock, which will be settled and deemed issued and outstanding upon the earlier to occur of: (i) a change in control, (ii) a director's separation from service or (iii) the fifth anniversary of the award date.  A holder of outstanding restricted stock units has none of the rights and privileges of a stockholder of the Company, including no right to vote or to receive dividends (if any) until such time the awards are settled in shares.

The cost of the restricted stock units is determined using the fair value of the Company’s common stock on the award date, and the compensation expense is recognized ratably over the vesting period.  In the three and nine months ended June 30, 2011, the Company recognized approximately $77,000 and $103,000, respectively, in stock-based compensation expense related to the outstanding restricted stock units.  There was no such expense recognized in the three and nine months ended June 30, 2010.  There were 700,000 shares available for grant under the Director Plan as of June 30, 2011.