PERITUS SOFTWARE SERVICES INC
8-K, 1999-04-07
COMPUTER PROGRAMMING SERVICES
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<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): March 29, 1999

                       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 Incorporation )            (I.R.S. Employer
                                                          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.
         -------------

On March 29,1999, Peritus Software Services, Inc. (the "Company") announced an
anticipated $2 to $2.5 million net loss for the quarter ending March 31, 1999.
The Company also announced that the net loss in the first quarter will
significantly erode the Company's cash balances and jeopardize its ability to
continue as a going concern.  The Company did not believe that it will be able
to achieve a cash flow breakeven position in the future and the Company's Board
of Directors is considering various alternatives.  With the exception of
personnel required for delivery of customer obligations, the Company anticipated
that it will significantly reduce its workforce within the next several weeks.


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 March 29, 1999.

                                  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:  April 7, 1999

                                    Peritus Software Services, Inc.

                                    By: /s/ John D. Giordano
                                        --------------------
                                    Name:  John D. Giordano
                                    Title: President, and 
                                           Chief Financial Officer
<PAGE>
 
                                 EXHIBIT INDEX


EXHIBIT NO.                   DESCRIPTION
- ----------                    -----------

99               Press Release dated March 29, 1999

<PAGE>
 
Peritus Software Services, Inc.
                                                           For Immediate Release

 PERITUS SOFTWARE SERVICES, INC. ANTICIPATES LOSS FOR THE FIRST QUARTER OF 1999


BILLERICA, MA.--March 29, 1999--Peritus Software Services, Inc. (OTC: PTUS), a
provider of solutions for software maintenance, today announced that it
anticipates a net loss for the quarter ending March 31, 1999. Based on
information available to date, the Company anticipates a net loss of between $2
million and $2.5 million. The Company reported that a significant license
transaction that it was expecting to close in the quarter has been delayed
indefinitely.

As previously reported, the Company's ability to continue to finance its
operations is dependent upon achieving a cash flow breakeven position and/or
obtaining additional sources of financing.  The anticipated net loss in the
first quarter will significantly erode the Company's cash balances and
jeopardize its ability to continue as a going concern.  The Company does not
believe that it will be able to achieve a cash flow breakeven position in the
future and the Company's Board of Directors is considering various alternatives.
With the exception of personnel required for delivery of customer obligations,
the Company anticipates that it will significantly reduce its workforce within
the next several weeks.

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
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 September 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.



                                        


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