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): July 18, 2008
PEERLESS SYSTEMS CORPORATION
(Exact name of registrant as specified in its charter)
Delaware (State or other jurisdiction of incorporation or organization) | 0-21287 (Commission File Number) | 95-3732595 (I.R.S. Employer Identification No.) |
2381 Rosecrans Avenue El Segundo, California (Address of principal executive offices) | 90245 (Zip Code) |
(310) 536-0908
(Registrant's telephone number, including area code)
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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 8.01 Other Events.
The Company is actively seeking acquisition candidates and as part of that effort it will distribute its acquisition criteria to various intermediaries and other entities and individuals in order to generate potential leads. A copy of the acquisition criteria is attached as Exhibit 99.1. Such information shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and is not incorporated by reference into any filing of the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing.
Although we anticipate investing in and/or acquiring the assets or businesses of other companies as part of our current growth strategy, there are potential risks involved in such transactions, including, but not limited to, lack of necessary capital, the inability to satisfy closing conditions, failure to identify suitable business entities for acquisition, the inability to successfully integrate such businesses into our operations, and the inability to make acquisitions on terms that we consider economically acceptable. Notwithstanding the acquisition criteria set forth in Exhibit 99.1, the Company reserves the right to pursue any other business strategy or types of companies and companies in industries other than those described in Exhibit 99.1.
Item 9.01. Financial Statements and Exhibits.
Exhibit Number | Description |
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| 99.1 | Acquisition Criteria. |
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 thereunto duly authorized.
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| | PEERLESS SYSTEMS CORPORATION |
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Date: July 18, 2008 | By: | /s/ Richard L. Roll |
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Richard L. Roll |
| | President and Chief Executive Officer |
EXHIBIT INDEX
Exhibit Number | Description |
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| 99.1 | Acquisition Criteria. |
