<PAGE>
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 2, 1998
COMMISSION FILE NUMBER 000-22647
--------------------------------
PERITUS SOFTWARE SERVICES, INC.
------------------------------
(Exact Name of Registrant as Specified in Charter)
Massachusetts 04-3126919
------------- ----------
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation) Identification No.)
Two Federal Street, Billerica, Massachusetts 01821-3540
- ------------------------------------------------------------------------------
(Address of Principal Executive Offices) (Zip Code)
(978) 670-0800
--------------
(Registrant's Telephone Number, Including Area Code)
Not Applicable
--------------
(Former Name, Former Address and Former Fiscal Year,
if Changed Since Last Report)
<PAGE>
Item 5. Other Events.
-------------
(a) On December 2, 1998, Peritus Software Services, Inc. (the
"Company") announced a restructuring plan for the quarter ending
December 31, 1998.
The details of the announcement are set forth in Exhibit 99
attached hereto.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
-------------------------------------------------------------------
(a) Financial Statements.
None.
(b) Pro Forma Financial Information.
None.
(c) Exhibits.
99. Press Release dated December 2, 1998.
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 4, 1998
PERITUS SOFTWARE SERVICES, INC.
BY: /s/ John D. Giordano
--------------------
Name: John D. Giordano
Title: Vice President, Finance
and Chief Financial Officer
<PAGE>
EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
- ---------- -----------
99 Press Release dated December 2, 1998
<PAGE>
Exhibit 99
PERITUS SOFTWARE SERVICES, INC.
For Immediate Release
PERITUS SOFTWARE SERVICES, INC. ANNOUNCES RESTRUCTURING
BILLERICA, MA. -- DECEMBER 2, 1998 -- Peritus Software Services, Inc. (NASDAQ:
PTUS), a provider of solutions for software maintenance, today announced
additional restructuring plans. The restructuring will include the reduction of
approximately 45 employees from its current workforce. The restructuring
charges related to the employee reduction and related facilities expenses to be
recorded in the quarter ending December 31, 1998 are expected to be
approximately $1.2 million.
In light of the employee reduction, the Company is reviewing its property, plant
and equipment to determine if any changes to depreciation schedules or carrying
values are warranted. As of September 30, 1998, the Company's net book value of
property, plant and equipment was $5.2 million.
The Company also indicated that, including the above charges related to the
employee reduction and related facilities expenses but excluding any charges for
adjustments to the net book value of property, plant and equipment, it expects
to incur a net loss for the fourth quarter of between $2.0 million and $4.5
million. This expectation is based upon the information available to date.
Commenting on the restructuring, Dominic Chan, President and CEO said: "We are
making this reduction to reorient our Company for transition to greater
Outsourcing emphasis while satisfying our Year 2000 customers. While making
these cost and expense reductions, we will continue to maintain the resources
needed to meet our client commitments."
ABOUT PERITUS
Founded in 1991, Peritus Software Services, Inc. is a provider of software
maintenance outsourcing services. The Peritus Software Asset Maintenance (SAM)
offerings enable organizations to transform the maintenance process into an
efficient, cost-effective discipline that boosts productivity and performance.
SAM offerings include customized services for software providers, information
systems organizations, and Year 2000 renovations. Peritus is headquartered in
<PAGE>
Billerica, MA. For more information, see the Peritus web site at
http://www.peritus.com.
This press release may contain certain forward-looking statements, which involve
risks and uncertainties. The Company's actual results may differ materially from
the results discussed in such statements. Certain factors that could cause
actual results to differ materially from those discussed in such forward-looking
statements include the risks described in the Company's Annual Report on Form
10-K for the year ended December 31, 1997, the Quarterly Report on Form 10-Q for
the quarter ended June 30, 1998, and other public filings made by Peritus with
the Securities and Exchange Commission, which factors are incorporated herein by
reference.
Contact: John Giordano
Chief Financial Officer
Peritus Software Services, Inc.
978-670-0800
Fax: 978-670-2060
Internet: [email protected]
---------------------
Peritus is a registered trademark and Software Asset Maintenance is a service
mark of Peritus Software Services, Inc.
