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): September 26, 2006
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PERFICIENT,
INC.
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(Exact
name of registrant as specified in its charter)
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Delaware
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001-15169
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74-2853258
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(State
or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS
Employer
Identification
No.)
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1120
S. Capital of Texas Highway, Suite 220, Bldg. 3
Austin,
Texas 78746
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(Address
of principal executive offices including zip code)
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(512)
531-6000
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Registrant’s
telephone number, including area code:
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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 8.01. Other
Events.
As
previously disclosed in the Company’s filings commencing with the September 30,
2005 Form 10-Q, the Public Company Accounting Oversight Board (the “PCAOB”),
conducted an annual inspection of BDO Seidman, LLP (“BDO”), as they do with all
large public accounting firms that audit the financial statements of publicly
held companies. The PCAOB’s 2005 annual inspection of BDO’s audits included a
number of BDO clients, including BDO’s audit of our financial statements for the
year ended December 31, 2004. In 2005, the PCAOB staff informed BDO that they
differ with our accounting for forfeitable shares of stock issued in connection
with one of our acquisitions in 2004 and had referred this matter to its Board
for further consideration. On September 26, 2006 BDO informed us that
the PCAOB has reached a final conclusion on this issue and continue to
differ with our accounting for forfeitable shares for the acquisition described
above. We and BDO continue to believe that our accounting for this acquisition
is correct. We intend to review this matter with the staff of the Securities
and
Exchange Commission (SEC) under the established guidelines for “Consulting with
the Office of the Chief Accountant”. We expect this to result in final
resolution of the issue. If it were ultimately determined that different
accounting should be used for the acquisition, we estimate the resulting
accounting impact would be a non-cash expense of approximately $150,000 per
quarter after taxes over a period of three years commencing April 2004 (the
date
of the acquisition) and a reduction in the acquisition’s purchase price of
approximately $3.0 million reflected on our balance sheet as reductions in
goodwill and stockholders’ equity.
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.
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PERFICIENT,
INC. |
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| Dated:
October 2, 2006 |
By: |
/s/ Paul
E.
Martin |
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Paul
E. Martin |
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Chief
Financial Officer |