PERFICIENT, INC. (NASDAQ:PRFT) Files An 8-K Unregistered Sales of Equity Securities
ITEM 3.02 UNREGISTERED SALES OF EQUITY SECURITIES
On June 22, 2017 and in connection with the acquisition described
in Item 7.01 below, Perficient, Inc. (the “Company”) issued
537,708 shares of the Company’s common stock (or approximately
$9.2 million based on the average closing price of the Company’s
common stock on the Nasdaq Global Select Market for the 30
trading days immediately preceding the date of issuance) to
Clarity Consulting, Inc., Truth Labs, LLC and their designees as
part of the total consideration for such acquisition. The shares
were issued in a privately negotiated transaction to Section
4(a)(2) and Regulation D of the Securities Act of 1933, as
amended, as the basis for exemption from registration. These
shares were not issued to any public solicitation.
ITEM 7.01 REGULATION FD DISCLOSURE
On June 23, 2017, the Company issued a press release announcing
the acquisition on June 22, 2017 of substantially all of the
assets of Clarity Consulting, Inc. and Truth Labs, LLC. 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)
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Exhibits.
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Exhibit
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Number
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Description
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99.1
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Perficient, Inc. Press Release, dated June 23, 2017
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PERFICIENT INC ExhibitEX-99.1 2 prft_clarity_pressrelease.htm PRESS RELEASE DATED JUNE 23,…To view the full exhibit click here About PERFICIENT, INC. (NASDAQ:PRFT)
Perficient, Inc. is an information technology and management consulting firm. The Company designs, builds and delivers business-driven technology solutions using third-party software products. Its solutions include big data and analytics, technology platform implementations, commerce, enterprise content management, portals and collaboration, management consulting, custom applications, business integration, content management (CM), business process management (BPM), and customer relationship management (CRM), among others. It provides services primarily to the healthcare (including pharma and life sciences), financial services (including banking and insurance), retail and consumer goods, automotive and transport products, electronics and computer hardware, telecommunications, manufacturing, energy and utilities, business services, and leisure, and media and entertainment markets, among others.
