-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, RIGE5+1VqRzca3sjsZLT8cQ/I0h320e5K8Obp6OEKNPUqvgDLl02YSC3Bj0YoWl6 bIBJ3Lx+Q+jrCyJJroxWXg== 0001085869-10-000035.txt : 20101215 0001085869-10-000035.hdr.sgml : 20101215 20101215153227 ACCESSION NUMBER: 0001085869-10-000035 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20101213 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20101215 DATE AS OF CHANGE: 20101215 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PERFICIENT INC CENTRAL INDEX KEY: 0001085869 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING SERVICES [7371] IRS NUMBER: 742853258 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-15169 FILM NUMBER: 101253482 BUSINESS ADDRESS: STREET 1: 520 MARYVILLE CENTRE DRIVE STREET 2: SUITE 400 CITY: SAINT LOUIS STATE: MO ZIP: 63141 BUSINESS PHONE: 3145293600 MAIL ADDRESS: STREET 1: 520 MARYVILLE CENTRE DRIVE STREET 2: SUITE 400 CITY: SAINT LOUIS STATE: MO ZIP: 63141 8-K 1 form8k.htm PERFICIENT, INC. FORM 8-K form8k.htm

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): December 13, 2010


  PERFICIENT, INC.
(Exact name of registrant as specified in its charter)
         
Delaware
 
001-15169
 
74-2853258
(State or other jurisdiction of incorporation)
 
(Commission File Number)
 
(IRS Employer
Identification No.)
         
520 Maryville Centre Drive, Suite 400
St. Louis, Missouri 63141
(Address of principal executive offices including zip code)
         
(314) 529-3600
Registrant's telephone number, including area code:
         

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 Instruction 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))





 
 

 


Item 7.01
Regulation FD Disclosure.

On December 13, 2010, Perficient, Inc. issued a press release announcing the acquisition of substantially all of the assets of speakTECH. The press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference into this Item 7.01.

In accordance with General Instruction B.2 of Form 8-K, the foregoing information in this Item 7.01 and the attached Exhibit 99.1 is deemed to be furnished and shall not be deemed to be "filed" for purposes of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall such information and Exhibit be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

 
Item 9.01
 
Financial Statements and Exhibits.

(d)
Exhibits.
 
99.1
Press Release dated December 13, 2010

 
 

 


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.
 
Dated: December 15, 2010 
 
PERFICIENT, INC. 
 
 
   
 
 
By: 
 /s/ Paul E. Martin
     
Paul E. Martin 
     
Chief Financial Officer 


 
 

 

PERFICIENT, INC.

EXHIBIT INDEX
 
Exhibit No.
Description
99.1
Press Release dated December 13, 2010

EX-99.1 2 pressrelease.htm PRESS RELEASE pressrelease.htm
EXHIBIT 99.1
 
For Immediate Release
Contact: Bill Davis
Perficient, Inc.
(314) 529-3555
bill.davis@perficient.com
 
Perficient Acquires speakTECH
 
 
~ Deal Expected To Be Accretive to Earnings Per Share in 2011 ~
 
St. Louis - December 13, 2010 --Perficient, Inc. (NASDAQ: PRFT), a leading information technology consulting firm serving Global 2000 and other large enterprise customers throughout North America, today announced that it has acquired speakTECH, an interactive design firm and Microsoft National Systems Integrator partner with approximately $16 million in annual revenues. The transaction is expected to increase Perficient’s current annualized revenues to nearly $230 million – with 1,400 consulting, technology, sales and support professionals in North America. The acquisition is expected to be accretive to earnings per share in 2011.
 
“We’re pleased to add speakTECH’s proven sales and delivery teams, attractive services mix, and impressive client roster and bill rates in this well-structured transaction,” said Jeffrey Davis, Perficient’s chief executive officer and president.  “The acquisition of speakTECH further strengthens Perficient’s ability to bring a comprehensive portfolio of business-driven technology solutions to market and is a great way to close 2010.  We’re looking forward to pursuing additional acquisition opportunities in 2011.”
 
“speakTECH’s interactive design, social media and collaboration consulting capabilities are highly complementary to several of Perficient’s existing focus areas,” said Kathy Henely, Perficient’s chief operating officer. “We see opportunity to introduce speakTECH’s offerings to our current client base - and expect our user experience, portals and commerce practices, in particular – each to benefit from the addition of speakTECH’s offerings to our portfolio.”
 
The acquisition of speakTECH also:
 
§  
Increases Perficient’s market presence in California and Texas, large and growing markets for enterprise technology services;
 
§  
Adds nearly 120 consulting, technology, sales and support professionals; and
 
§  
Adds client relationships with enterprise customers including Fox, ABC, Allergan, Intel, Dell, Microsoft, Toyota, Micron, Pepsi Co, the State of Texas and many more.
 
“Joining Perficient presents tremendous opportunity for our company and our customers,” said Aaron Sloman, speakTECH’s chief executive. “It will not only accelerate the success and momentum of our business but also provide our clients access to a much broader array of solutions and services.”
 
speakTECH CEO Aaron Sloman will join Perficient in a key leadership role, serving as the General Manager of Perficient’s ‘Microsoft West’ business unit, reporting directly to Don Kasica, Perficient’s Vice-President of Field Operations, West.
 
The consideration paid in the transaction is approximately $15 million and includes $7.5 million in cash and approximately $7.5 million worth of Perficient common stock (based on the average closing price of Perficient’s common stock on the NASDAQ Global Select Market for the thirty trading days immediately preceding the acquisition close per the terms of the acquisition agreement). $5 million of the total consideration is subject to earnout and working capital provisions.
 
 
 

 
 
 
Ridgecrest Advisors served as an advisor to Perficient on the transaction.
 
# # #
 
About Perficient
Perficient is a leading information technology consulting firm serving Global 2000 and enterprise customers throughout North America. Perficient’s professionals serve clients from a network of offices in North America and three offshore locations, in Eastern Europe, India and China. Perficient helps clients use Internet-based technologies to improve productivity and competitiveness, strengthen relationships with customers, suppliers and partners and reduce information technology costs. Perficient, traded on the Nasdaq Global Select Market(SM), is a member of the Russell 2000® index and the S&P SmallCap 600 index. Perficient is an award-winning "Premier Level" IBM business partner, a TeamTIBCO partner, a Microsoft National Systems Integrator and Gold Certified Partner, a Documentum Select Services Team Partner and an Oracle Certified Partner. For more information, please visit www.perficient.com.


About speakTECH
 
speakTECH is an interactive design and solution integration firm delivering innovative solutions in the areas of Web-Based, Enterprise wide collaboration and Social Computing. We specialize in uniting technology, riveting design and interactive experience into powerful, world-class business solutions. Established in 2005, speakTECH has grown to become a Microsoft Gold Certified Partner, National Systems Integrator, and has been honored with numerous design awards.
 


# # #

Safe Harbor Statement
Some of the statements contained in this news release that are not purely historical statements discuss future expectations or state other forward-looking information related to financial results and business outlook for 2010 and 2011. Those statements are subject to known and unknown risks, uncertainties and other factors that could cause the actual results to differ materially from those contemplated by the statements. The “forward-looking” information is based on management’s current intent, belief, expectations, estimates and projections regarding our company and our industry. You should be aware that those statements only reflect our predictions. Actual events or results may differ substantially. Important factors that could cause our actual results to be materially different from the forward-looking statements are disclosed under the heading “Risk Factors” in our annual report on Form 10-K for the year ended December 31, 2009 and our quarterly reports on Form 10-Q for the quarters ended March 31, 2010, June 30, 2010 and September 30, 2010. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. This cautionary statement is provided pursuant to Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. The forward-looking statements in this release are made only as of the date hereof and we undertake no obligation to update publicly any forward-looking statement for any reason, even if new information becomes available or other events occur in the future.

 
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