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): June 29,
2006
PERFICIENT,
INC.
(Exact
name of registrant as specified in its charter)
Delaware
(State
or other jurisdiction of incorporation)
|
001-15169
(Commission
File
Number)
|
74-2853258
(IRS
Employer
Identification
No.)
|
1120
South Capital of Texas Highway, Suite 220, Building 3
Austin,
Texas 78746
(Address
of principal executive offices including zip code)
Registrant's
telephone number, including area code:
(512)
531-6000
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))
Items
1.01. Entry into a Material Definitive Agreement.
On
June 29, 2006, Perficient, Inc. (the “Company”)
entered into an Amendment to its Amended and Restated Loan and Security
Agreement by and among Silicon Valley Bank, KeyBank National Association,
Perficient Genesis, Inc., Perficient Canada Corp., Perficient Meritage, Inc.,
Perficient Zettaworks, Inc. Perficient iPath, Inc., Perficient Vivare, Inc.,
Perficient Bay Street, LLC and Perficient Insolexen, LLC (the “Amendment”).
The
Amendment amends the Amended and Restated Loan and Security Agreement dated
as
of June 3, 2005 (the “Loan
Agreement”)
by,
among other things (i) increasing
the amount available to be borrowed under the Revolving Line (as defined in
the
Loan Agreement) to $25.0 million from $15.0 million, (ii) increasing the
amount available to be borrowed under the Acquisition Line (as defined in the
Loan Agreement) to $25.0 million from $10.0 million and (iii) continuing to
carry the existing term debt outstanding of approximately $2.1 million.
The
foregoing description of the Amendment is qualified, in its entirety, by
reference to the specific terms and provisions of the Amendment, a copy of
which
is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated
by reference into this Item 1.01.
Item
2.03. Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
The
information provided under Item 1.01 of this Current Report on Form 8-K is
incorporated herein by reference into this Item 2.03.
Item
7.01. Regulation FD Disclosure.
On
June 29, 2006, the Company issued a press release announcing entry into the
Amendment. A copy of the press release is furnished as Exhibit 99.1 to this
Current Report on Form 8-K.
In
accordance with General Instruction B.2 of Form 8-K, the foregoing information,
including Exhibit 99.1, shall not be deemed “filed” for the purposes of Section
18 of the Exchange Act or otherwise subject to the liabilities of that section,
nor shall such information and Exhibit be deemed incorporated by reference
in
any filing under the Securities Act of 1933 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.
|
(c) Exhibits |
|
|
|
|
|
|
|
EXHIBIT NO. |
|
DESCRIPTION |
|
|
|
|
|
Exhibit 10.1 |
|
Amendment to Amended and Restated Loan
and
Security Agreement, dated as of June 29, 2006, by and among Silicon
Valley Bank, KeyBank National Association, Perficient, Inc., Perficient
Genesis, Inc., Perficient Canada Corp., Perficient Meritage, Inc.,
Perficient Zettaworks, Inc. Perficient iPath, Inc., Perficient Vivare,
Inc., Perficient Bay Street, LLC and Perficient Insolexen,
LLC |
|
|
|
|
|
Exhibit 99.1 |
|
Press Release dated June 29,
2006 |
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.
|
|
|
|
PERFICIENT,
INC. |
|
|
|
Dated
July 5, 2006 |
|
/s/
Michael D. Hill |
|
Michael
D. Hill |
|
Chief
Financial Officer |
PERFICIENT,
INC.
EXHIBIT
INDEX
EXHIBIT NUMBER |
|
DESCRIPTION
|
|
|
|
Exhibit 10.1 |
|
Amendment to Amended and Restated
Loan and
Security Agreement, dated as of June 29, 2006, by and among Silicon
Valley Bank, KeyBank National Association, Perficient, Inc., Perficient
Genesis, Inc., Perficient Canada Corp., Perficient Meritage, Inc.,
Perficient Zettaworks, Inc. Perficient iPath, Inc., Perficient Vivare,
Inc., Perficient Bay Street, LLC and Perficient Insolexen,
LLC |
|
|
|
Exhibit 99.1 |
|
Press Release dated June 29,
2006 |