ASPEN TECHNOLOGY INC /DE/
8-K, 1998-10-06
COMPUTER PROGRAMMING SERVICES
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<PAGE>   1

                       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): October 2, 1998
                                                 -------------------------------


                             ASPEN TECHNOLOGY, INC.
- --------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)


          DELAWARE                  0-24786                       04-2739697
- --------------------------------------------------------------------------------
(State or other jurisdiction      (Commission                   (IRS employer
     of incorporation)            file number)               identification no.)


TEN CANAL PARK, CAMBRIDGE, MASSACHUSETTS                            02141
- --------------------------------------------------------------------------------
(Address of principal executive offices)                          (Zip code)


Registrant's telephone number, including area code: (617) 949-1000
                                                   -----------------------------


                                 NOT APPLICABLE
- --------------------------------------------------------------------------------
          (Former name or former address, if changed since last report)


<PAGE>   2



ITEM 5.        OTHER EVENTS.

         On October 2 and October 5, 1998, Aspen Technology, Inc. issued two
press releases containing certain information regarding Aspen Technology's
fiscal 1999 first quarter results.

         Copies of the press releases are filed as Exhibits 99.1 and 99.2 to
this Current Report and are incorporated herein by reference.

ITEM 7.        FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND
               EXHIBITS.

         (a)   Financial Statements of Business Acquired.

               Not Applicable.

         (b)   Pro Forma Financial Information.

               Not applicable.

         (c)   Exhibits.

     Exhibit
     Number      Description
     -------     -----------

       99.1      Press release of Aspen Technology, Inc. issued October 2, 1998.
       99.2      Press release of Aspen Technology, Inc. issued October 5, 1998.


<PAGE>   3



                                   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.

                                            ASPEN TECHNOLOGY, INC.

Date: October 5, 1998                   By: /s/ Lisa W. Zappala
                                            -------------------------------
                                                Lisa W. Zappala
                                                Chief Financial Officer


<PAGE>   4



                                  EXHIBIT INDEX


                                                                  Page Number in
Exhibit                                                            Sequentially
Number      Description                                            Numbered Copy
- -------     -----------                                           --------------

 99.1       Press release of Aspen Technology, Inc. issued
            October 2, 1998                                             1

 99.2       Press release of Aspen Technology, Inc. issued 
            October 5, 1998                                             2







<PAGE>   1



                                                                    Exhibit 99.1


                          ASPEN TECHNOLOGY TO ANNOUNCE
                               PRELIMINARY RESULTS

         CAMBRIDGE, Mass. - October 2,1998 - Aspen Technology, Inc. (NASDAQ:
AZPN) today announced that the company has requested NASDAQ to suspend trading
pending a release prior to opening of trading on Monday. The release will be on
preliminary results for the first quarter of fiscal 1999, which suggest an
unexpected shortfall in revenue and earnings.

         This press release contains forward-looking statements that involve a
number of risks and uncertainties. Important factors that could cause actual
results to differ materially from those indicated by such forward-looking
statements include the risks set forth under the caption "Risk Factors" in Aspen
Technology's Current Report on Form 10-K filed on September 28, 1998, which
factors are incorporated herein by reference.

ABOUT ASPENTECH

         Aspen Technology, Inc., is a leading supplier of software and services
for the analysis, design and automation of process manufacturing plants in
industries such as chemical, petroleum, pharmaceuticals, electric power, pulp
and paper, and metals. Process manufacturers use AspenTech's solutions to
improve the way they design, operate and manage their plants. These solutions
enable customers to reduce their raw material, energy, and capital expenses,
meet environmental and safety regulations, improve product quality, and shorten
the time required to get new production processes on stream. AspenTech is
headquartered in Cambridge, Massachusetts, with offices in 21 countries
worldwide. AspenTech, Plantelligence, True Potential and the AspenTech logo are
USPTO registered trademarks of Aspen Technology, Inc.



<PAGE>   1


                                                                    Exhibit 99.2


                       ASPEN TECHNOLOGY, INC. FISCAL 1999
                        FIRST QUARTER RESULTS BELOW PLAN

         CAMBRIDGE, Mass.--October 5, 1998--Aspen Technologies, Inc.
(NASDAQ:AZPN) announced today that revenue and earnings for its first fiscal
quarter ended September 30, 1998 are expected to be below plan. Based on
preliminary results, first quarter total revenues are estimated at approximately
$46 million, and a loss per share of approximately $0.26.

         Given the magnitude of the first quarter revenue shortfall the company
is in the process of reassessing its business prospects for the remainder of the
fiscal year. The company currently believes that revenue and earnings will be
significantly reduced from previously anticipated levels. First quarter results
will be released October 28, 1998.

          This press release contains forward-looking statements that involve a
number of risks and uncertainties. Because the financial accounts of the company
have not been finalized for the quarter, these estimates are necessarily
preliminary and are therefor subject to change. Important factors that could
cause actual results to differ materially from those indicated by such
forward-looking statements include the risks set forth under the caption "Risk
Factors" in Aspen Technology's Current Report on Form 10-K filed on September
28, 1998, which factors are incorporated herein by reference.

ABOUT ASPENTECH

         Aspen Technology, Inc., is a leading supplier of software and services
for the analysis, design and automation of process manufacturing plants in
industries such as chemical, petroleum, pharmaceuticals, electric power, pulp
and paper, and metals. Process manufacturers use AspenTech's solutions to
improve the way they design, operate and manage their plants. These solutions
enable customers to reduce their raw material, energy, and capital expenses,
meet environmental and safety regulations, improve product quality, and shorten
the time required to get new production processes on stream. AspenTech is
headquartered in Cambridge, Massachusetts, with offices in 21 countries
worldwide. AspenTech, Plantelligence, True Potential and the AspenTech logo are
USPTO registered trademarks of Aspen Technology, Inc.







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