0000914062-01-500462.txt : 20011010
0000914062-01-500462.hdr.sgml : 20011010
ACCESSION NUMBER: 0000914062-01-500462
CONFORMED SUBMISSION TYPE: 425
PUBLIC DOCUMENT COUNT: 1
FILED AS OF DATE: 20011009
SUBJECT COMPANY:
COMPANY DATA:
COMPANY CONFORMED NAME: PROFIT RECOVERY GROUP INTERNATIONAL INC
CENTRAL INDEX KEY: 0001007330
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ENGINEERING, ACCOUNTING, RESEARCH, MANAGEMENT [8700]
IRS NUMBER: 582213805
STATE OF INCORPORATION: GA
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 425
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-28000
FILM NUMBER: 1754689
BUSINESS ADDRESS:
STREET 1: 2300 WINDY RIDGE PKWY
STREET 2: STE 100 N
CITY: ATLANTA
STATE: GA
ZIP: 30339-8426
BUSINESS PHONE: 7707793900
MAIL ADDRESS:
STREET 1: 2300 WINDY RIDGE PKWY
STREET 2: STE 100 NORTH
CITY: ATLANTA
STATE: GA
ZIP: 30339-8426
FILED BY:
COMPANY DATA:
COMPANY CONFORMED NAME: PROFIT RECOVERY GROUP INTERNATIONAL INC
CENTRAL INDEX KEY: 0001007330
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ENGINEERING, ACCOUNTING, RESEARCH, MANAGEMENT [8700]
IRS NUMBER: 582213805
STATE OF INCORPORATION: GA
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 425
BUSINESS ADDRESS:
STREET 1: 2300 WINDY RIDGE PKWY
STREET 2: STE 100 N
CITY: ATLANTA
STATE: GA
ZIP: 30339-8426
BUSINESS PHONE: 7707793900
MAIL ADDRESS:
STREET 1: 2300 WINDY RIDGE PKWY
STREET 2: STE 100 NORTH
CITY: ATLANTA
STATE: GA
ZIP: 30339-8426
425
1
prg425trans1001.txt
425 PROSPECTUS
Filer: The Profit Recovery Group International, Inc.
Pursuant to Rule 425 under the Securities Act of 1933
and deemed filed pursuant to Rule 14a-12 under the
Securities Exchange Act of 1934
Subject Company: Howard Schultz & Associates International, Inc.
Commission File No. 000-28000
CONFERENCE CALL TRANSCRIPT
INVESTOR NOTICE
The Profit Recovery Group International, Inc. ("PRG") and Howard Schultz &
Associates International, Inc. ("HS&A") filed a joint proxy statement/prospectus
contained in PRG's registration statement on Form S-4 (File No. 333-69142) on
September 7, 2001 concerning the proposed acquisition of HS&A. Investors of PRG
and HS&A are urged to read the joint proxy statement/prospectus and any other
relevant documents filed with the SEC because they contain important
information. You may obtain the documents free of charge at the website
maintained by the SEC at www.sec.gov. In addition, you may obtain documents
filed with the SEC by PRG free of charge by requesting them in writing from
Leslie Kratcoski at The Profit Recovery Group International, Inc., 2300 Windy
Ridge Parkway, Suite 100 North, Atlanta, GA 30339-8426 or by telephone at
770-779-3099.
PRG and HS&A, and their respective directors and executive officers, and certain
of their employees, may be deemed to be participants in the solicitation of
proxies from the stockholders of PRG and HS&A in connection with the
acquisition. These participants may have interests in the acquisition, including
interests resulting from holding options or shares of PRG and HS&A common stock.
Information about the interests of directors and executive officers of PRG and
HS&A and their ownership of securities of PRG and HS&A is set forth in the joint
proxy statement/prospectus.
Investors should read the joint proxy statement/prospectus carefully before
making any voting or investment decisions.
Forward Looking Statements
Statements made in this transcript which look forward in time involve risks and
uncertainties and are forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995. Such risks and uncertainties
include the possibilities that (i) PRG may be unable to obtain current or
prospective covenant relief from its lenders and its indebtedness could be
accelerated or its credit facility revoked, (ii) if the current economic
slowdown continues, PRG's clients may not return to previous purchasing levels,
and as a result PRG may be unable to recognize anticipated revenues, (iii)
announced divestitures may require a longer time to accomplish than PRG
anticipates, or may not be consummated at all, and PRG may incur additional
losses if, upon disposal, it does not receive the prices it anticipates for such
businesses and may incur unanticipated further charges as a result of its
divestiture initiatives, (iv) the announced intention to dispose of the
discontinued operations may result in the loss of key personnel and diminished
operating results in such operations, (v) PRG may not achieve anticipated
expense savings, (vi) PRG's past and future investments in technology and
e-commerce may not benefit its business, (vii) PRG's Accounts Payable and French
Taxation Services businesses may not grow as expected, (viii) PRG's
international expansion may prove unprofitable, (ix) a decision to sell Groupe
Alma could result in a material net loss on the transaction; and (x) PRG may not
be able to successfully complete the acquisition of HS & A or successfully
integrate such firm and achieve the substantial planned post-acquisition synergy
cost savings even if the acquisition is completed. If the acquisition of HS&A is
not completed, PRG will incur a substantial charge to operations for cumulative
out-of-pocket business combination costs incurred. Other risks and uncertainties
that may affect PRG's business include (i) PRG's ability to effectively manage
its business during the divestitures and its business integration with HS&A,
(ii) the possibility of an adverse judgment in pending securities litigation,
(iii) the impact of certain accounting pronouncements by the Financial
Accounting Standards Board or the United States Securities and Exchange
Commission, (iv) potential timing issues that could delay revenue recognition,
(v) the effect of strikes, (vi) future weakness in the currencies of countries
in which PRG transacts business, (vii) changes in economic cycles, (viii)
competition from other companies, (ix) the effect of bankruptcies of PRG's
larger clients, (x) changes in governmental regulations applicable to PRG, and
other risk factors, detailed in PRG's Securities and Exchange Commission
filings, including PRG's Form S-4 filed September 7, 2001 (File No. 333-69142).
PRG disclaims any obligation or duty to update or modify these forward-looking
statements.
PROFIT RECOVERY GROUP
Moderator: John Cook
October 8, 2001/9:00 a.m. CDT
Page 1
PROFIT RECOVERY GROUP
October 8, 2001
9:00 a.m. CDT
Coordinator Good morning. Welcome to the Q3 update conference call. All
participants will be able to listen only until the question and
answer session of today's call. This conference call is being
recorded at the request of Profit Recovery Group. If you have any
objections, you may disconnect at this time. I would now like to
introduce out host, Mr. John Cook. Mr. Cook, you may begin.
J. Cook Thank you. I'm John Cook, the Chief Executive Officer of the
Profit Recovery Group. I'll be hosting today's call, along with
Gene Ellis, our Chief Financial Officer.
PROFIT RECOVERY GROUP
Moderator: John Cook
October 8, 2001/9:00 a.m. CDT
Page 2
Before we begin, I'm advised by our legal counsel that I need to
read the following statements: Statements made in the course of
this conference call that state the Company or management's
intentions, hopes, beliefs, expectations, and predictions in the
future are forward looking statements. It's important to note
that the Company's actual results could differ materially from
those projected in such forward- looking statements. Additional
information concerning factors that could cause actual results to
differ materially from those in the forward-looking statement is
contained from time to time in the SEC filings, including the
risk factors section of the Company's Form S-4, file number
333-69142, filed September 7, 2001.
The Company disclaims any obligation or duty to update or modify
these forward-looking statements. PRG and Howard Schultz and
Associates have filed a preliminary joint proxy statement
prospectus contained in PRG's registration statement on form S4,
filed with the SEC on September 7, 2001.
Investors of PRG and HSA are urged to read the preliminary joint
proxy prospectus and any other relevant documents filed with the
SEC because they will contain important information. Further
PROFIT RECOVERY GROUP
Moderator: John Cook
October 8, 2001/9:00 a.m. CDT
Page 3
information, including how to obtain copies of these documents
free of charge, is outlined in the additional information section
of our press release issued this morning.
PRG announced today that its third quarter results would be lower
than the outlook provided on July 26, 2001. We currently estimate
that third quarter revenues from continuing operations will be
approximately $71.8 million and diluted earnings per share from
continuing operations will be approximately $0.04.
Our outlook statements are preliminary. They are based on
management's current best estimates and they are subject to
change. We will report final results for the third quarter of
2001 on October 31, 2001, at which time we will provide further
details and specifics. As such, we will refrain from providing
additional detail at this time as our results are still
undergoing verification.
I'd like to take a moment to say that all of us at PRG were
deeply saddened by the tragic events of September 11th. We have
been very fortunate not to have lost any of our employees and I
PROFIT RECOVERY GROUP
Moderator: John Cook
October 8, 2001/9:00 a.m. CDT
Page 4
join everyone at PRG in extending our sincere condolences to
those who were affected by this tragedy.
Our operations were severely disrupted by the September 11th
tragedy at the most critical time in our quarterly business
cycle. The third month of every quarter yields higher revenues
than either of the two proceeding months. During this time, our
people hold numerous meetings and interactions with our clients,
during which our clients approve our claim findings and enter
these findings into their accounting systems for deductions
against payments to vendors.
Many of these meetings and interactions, which were scheduled to
take place during the last twenty days of the month, were simply
cancelled or postponed by our clients as their priorities
suddenly and understandably, shifted.
Additionally, some of our clients were impacted in such a way
that they had delayed or temporarily suspended audits and air
travel disruptions prevented some auditors from getting to client
sites. Because of the unusual nature and timing of these events
it is difficult, if not impossible, for us to determine what our
results would have been had they not occurred.
PROFIT RECOVERY GROUP
Moderator: John Cook
October 8, 2001/9:00 a.m. CDT
Page 5
We are in the process of returning to normal claims production
levels and visibility. A vital area where we have considerably
less than normal near-term visibility is the timing of
conversions of our claim findings into revenues. Current
purchasing patterns in the industries we predominantly serve,
such as retailing and technology, have been dramatically altered.
It is our clients' current payments for purchases that provide
the mechanism for recovering the claims we find from prior
purchase activity.
Since we operate on a pay-for-performance basis, whereby we don't
invoice our clients until they actually recover money from our
claim findings, any overall economic development, which effects
our clients ability to realize these recoveries, will directly
impact our ability to invoice our clients and report revenues.
We are in the process of assessing what impact these developments
may have on our near-term outlook. I'd like to provide a few
examples to illustrate what we mean here. Recently, several major
retailers have been cited in the financial press as giving
PROFIT RECOVERY GROUP
Moderator: John Cook
October 8, 2001/9:00 a.m. CDT
Page 6
indications of dramatic decreases in their sales volumes, some as
high as 20%. Retailers will respond to such shifts by canceling
orders and rebalancing inventories.
In our commercial business, we serve a broad range of industries.
However, the majority of our revenues are generated from three
industry categories: technology, telecommunications, and air
transport. Even prior to the September 11th events, these
industries were demonstrating significant changes in the
purchasing behavior in response to the economic environment.
I want to emphasize that our challenge at hand does not involve
finding valid audit claims for our clients. We continue to
generate these claims in record numbers. Our challenge, as we see
it, is a potentially unprecedented downturn in purchasing and
payment activity by our clients, which makes it more difficult,
at least in the near-term, to convert revenue claims into
revenues.
We are in the process of re-evaluating the outlook for the fourth
quarter of 2001. As I mentioned earlier, we currently expect to
PROFIT RECOVERY GROUP
Moderator: John Cook
October 8, 2001/9:00 a.m. CDT
Page 7
provide an updated outlook in combination with reporting the
final third quarter results on October 31st.
Based on tentative and preliminary information, the Company
currently anticipates the consolidated revenues for the fourth
quarter of 2001 will increase by approximately 10% over the
fourth quarter of last year. While this preliminary estimate is
lower than what we had previously indicated for the reasons just
outlined, we do expect growth over the prior year; due primarily
to significant revenues expected to be generated by clients we
did not have in 2000.
We remain fully committed to the strategic initiatives we
announced in January of 2001 to enhance PRG's financial position
and to clarify its investments and operating strategies by
focusing on our core accounts payable business.
We continue to pursue the sales of our discontinued operations.
We are in active and ongoing negotiations with bidders for these
businesses and have concluded a letter of intent on the sale of
one of the businesses. In consultation with our advisors, we are
assessing whether the current economic conditions and other
factors may have an impact on the collective, expected net
PROFIT RECOVERY GROUP
Moderator: John Cook
October 8, 2001/9:00 a.m. CDT
Page 8
proceeds from the sales of these businesses. As a result, it is
possible that we may be required to report a write down of the
aggregate carrying value of its discontinued operations as of
September 30, 2001 or in some subsequent period.
We remain confident that the planned combination with Howard
Schultz and Associates will create a world-class provider of
unmatched services in an industry, which we expect will continue
to exhibit strong growth opportunities. We continue to make
substantial progress with our regulatory filings and with our
integration planning process.
Back on September 7th, the Company filed its Form S-4
registration statement with the SEC in connection with the
transaction. The combination remains subject to the approval of
both companies' shareholders, approval from PRG's bank syndicate,
including modifications of certain aspects of PRG's credit
agreement, and other customary regulatory approvals. Further
details, with respect to the planned acquisition, are available
in the Company's Form S-4.
PROFIT RECOVERY GROUP
Moderator: John Cook
October 8, 2001/9:00 a.m. CDT
Page 9
Lastly, you should know that PRG has determined that as of
September 30, we were not in compliance with certain financial
ratio covenants in our bank credit facility agreement. We have
had initial dialog with the members of the bank syndicate. We'll
be holding further meetings and discussions with the syndicate
over the coming weeks to pursue both current and perspective
clement relief.
I'd like to close by emphasizing our continued commitment to the
strategic plans and initiatives we have been engaged in over the
last several months. We do expect to overcome the near-term
challenges and uncertainties during these unprecedented times.
That said, I have no doubt that the value proposition we present
to our clients remains powerful and consistent and that the
actions we are taking today and in the coming months will put us
in the leading position to capitalize on the long-term growth
opportunities in the accounts payable recovery audit industry,
which clearly remains strong.
I'd now like to turn it over to the conference call operator to
begin the question and answer session.
PROFIT RECOVERY GROUP
Moderator: John Cook
October 8, 2001/9:00 a.m. CDT
Page 10
Coordinator Thank you. At this time, I'm going to open up today's call for
questions. Our first question is from Thatcher Thompson from
Merrill Lynch.
T. Thompson Good morning, guys.
J. Cook Hi, Thatcher.
G. Ellis Hi, Thatcher.
T. Thompson I've got a few questions for you. Gene, can you specify which
debt covenant ratios you're not in compliance with?
G. Ellis I'd rather not get into specifics because we don't have the final
numbers. The discontinued operations factor into the debt
covenants, as well as continuing operations. Let me say that
there are about five covenants, which we deal with and they're
normal to just about any banking facility. There's the
fixed-charge coverage ratio, there's a leverage ratio, and there
are net-worth ratios. Since our EBITDA did not measure up to what
we had hoped to achieve, the ratios that are affected by that are
really the ones that are the most vulnerable. I'd hate to get
into individual ones.
PROFIT RECOVERY GROUP
Moderator: John Cook
October 8, 2001/9:00 a.m. CDT
Page 11
T. Thompson And they're based on a trailing 12-months?
G. Ellis Yes. They're based on trailing four quarters of activity.
T. Thompson Okay. Just an update on the sale of assets; you have a letter of
intent. When's that expected to close and do all the other
businesses for sale still have interested buyers?
J. Cook Yes they do. Just for competitive reasons,...assume any of the
potential buyers are on the call. I don't want to get into a lot
of specifics on it. I would hope that we would close on the one
that we have a letter of intent on, yet this month. We have
active interest in all the other businesses.
T Thompson Okay. With the business that way, you say claims generation has
returned back to normal; but you haven't been able to meet with
clients and have them apply it to their accounting systems. It
creates kind of a backlog of claims. Is there a statute of
limitations? I realize that normal order activity isn't with us
today, but at a certain point we'd expect it to return.
PROFIT RECOVERY GROUP
Moderator: John Cook
October 8, 2001/9:00 a.m. CDT
Page 12
J. Cook Right.
T. Thompson How long can those claims sit out there waiting to become a
revenue event for you?
J. Cook There's sort of a voluntary standard, about two years. That
really isn't the issue. It's interesting, there was an article
even in today's Wall Street Journal on retailers and what they're
doing. Again, it's a really near-term problem. Clearly, even
before September 11th, retailers were not having a great year.
Their purchasing activity was down a little bit, certainly,
within a normal range.
What we are seeing right now is just pretty unprecedented
canceling where orders can be cancelled. That very severe drop
just impacts the ability to forecast exactly when you are going
to be able to offset these. We normally do our estimates based
upon historical timeframes; it takes this long, on average, to
get from approved claims to billed claims. Clearly, some of those
metrics are subject to some cloudiness over the next short period
of time, whatever that might be.
PROFIT RECOVERY GROUP
Moderator: John Cook
October 8, 2001/9:00 a.m. CDT
Page 13
T. Thompson Okay. Thanks.
Coordinator Our next question's from Adam Holt from J.P. Morgan.
A. Holt Good morning.
J. Cook Hi, Adam.
G. Ellis Hi, Adam.
A. Holt My first question is kind of a follow-up to the last question and
maybe a reminder of some of the mechanics of the way that you're
recognizing revenue. To the extent that, in the most recent
quarter, your meetings were cancelled where clients were
verifying claims. Wouldn't that, certainly in the retail
business, be something that happens in previous quarters and then
the actually billing is where you get the revenue for the most
recent quarter?
PROFIT RECOVERY GROUP
Moderator: John Cook
October 8, 2001/9:00 a.m. CDT
Page 14
J. Cook Yes. There are several pieces to the thing. Let's just go back
and say, first, we were writing claims in the way we have always
written claims up through September 11th and, in fact, our claims
production has been quite good.
As you know, our revenues are very heavily weighted to the last
month of the quarter. So we first had the issue of once the
meetings and once the sessions where we find out what of the
claims we've given them that they've been able to deduct and
avail themselves of the money and therefore, we're able to bill
them; with a lot of those meetings cancelled or postponed or
delayed, that is what caused the severe shortfall in the
near-term.
So, x-amount of that revenue that came out from Q3 will, in fact,
roll over to Q4. If that were the end of the story, we'd say,
"Well, gee, it's fine; we should have a great Q4." The reason for
our caution on Q4 is that although we did lose, I would say, at
least five or six days of normal claims production just because
our people are like all humans and we're distracted by what was
going on.
PROFIT RECOVERY GROUP
Moderator: John Cook
October 8, 2001/9:00 a.m. CDT
Page 15
At this point, we're back to finding our normal claims production
but our caution in the near-term, certainly as we're looking at
Q4, is that with the downturn in the purchasing volume, even
though those claims are good and even though we fully expect
those claims will, hopefully, generate revenues to the degree
that our clients have not been able to deduct them from their
purchases and, therefore, for them to have the money; we're not
yet able to bill it.
So, again, all the cancelled orders and all of the rebalancing of
inventories simply caused us to have a higher degree of
visibility problems in trying to figure out when we'll be able to
make those deductions.
A. Holt But as you suggested, it's not a question of if, it's a question
of when you're able to recognize that revenue?
J. Cook That's correct.
A. Holt I guess my other question along this line is, historically, how
have you been able to manage through this kind of turn in the
cycle? Do you ever see clients changing the way that they pay
PROFIT RECOVERY GROUP
Moderator: John Cook
October 8, 2001/9:00 a.m. CDT
Page 16
you, relative to their purchases? What has, historically, been
your method of managing through this?
J. Cook You know, to be quite honest, I have never, and long before I
even joined PRG, I spent the better part of my early career in
retailing; I don't know that I have seen such a sharp drop in
purchasing. Typically, when the economy will go up, the economy
goes down and those purchases will go up or down with them, but
at a fairly measured pace.
What we find unprecedented in it, it really is the reason for our
caution, is the level of order cancellations that are going on at
the moment. Again, it's interesting. We've been noticing it now
for the last several weeks. As I mentioned, there happened to be
a rather illuminating Wall Street Journal article on the subject
that came out this morning.
A. Holt I guess, with that said, it would be way too early to start
thinking about preliminary guidance for '02?
PROFIT RECOVERY GROUP
Moderator: John Cook
October 8, 2001/9:00 a.m. CDT
Page 17
J. Cook I think we'd rather wait until the end of the month and we'll get
some direction on '02 at that time. Again, overall, I've said
many times that a poor economy, in many ways is more beneficial
to PRG, in that it's easier to sell our services at a time when
there's economic downturn. Our clients tend to be more desirous
and more supportive of the service when times are tough.
Again, what I think we're having right now is just such a sharp
downturn in not only retailing, but also on the commercial side
of the business. About half of our business comes out of the
technology-related companies and telecom companies and the
airline industry. All of them have been in a reduced mode but
clearly are reacting very sharply over the last couple of weeks.
If I were looking overall, I'd say although I certainly have not
changed my enthusiasm a bit, there is the fact that we have at
least a 15% top line generating capacity. I think as we look in
the near-term and probably the early parts of 2001, we'd want to
be more cautious than we would have been sixty days ago.
PROFIT RECOVERY GROUP
Moderator: John Cook
October 8, 2001/9:00 a.m. CDT
Page 18
A. Holt Great. I have just two final questions on the debt covenants.
What is your level of confidence that you're going to be able to
restructure those satisfactorily? Number two, how does that
impact your ability to close the Schultz deal?
G. Ellis Thanks. Really, I've had initial discussions with the banking
group, to tell them we were not going to be in compliance. We
have not done the final calculations to indicate the extent of
the non-compliance. At this point, it's totally preliminary and I
haven't asked them for anything. All I can look to right now is
that we have a three-year positive track record with this bank
group. They've worked with us through a variety of situations;
acquisitions, divestitures, covenant modifications. They've given
us just about everything that we've, historically, asked for.
At this particular point in time, that's all I've got to go on
because I haven't asked them anything. All I can look to is the
last three years of positive history with this bank group.
In terms of how it relates to Schultz, we're committed to doing
the Schultz deal. What we said earlier was that it more hinges
upon paying down bank debt than it really does to our current
operating levels. We made substantial progress in selling these
PROFIT RECOVERY GROUP
Moderator: John Cook
October 8, 2001/9:00 a.m. CDT
Page 19
discontinued operations. No suitor that was bidding for one of
these discontinued operations has left the chase as a result of
the events of September 11th. It's just caused them to pause a
little bit.
We continue to make positive movements toward selling them. As we
sell them, we will generate proceeds to pay down bank debt.
Whatever we need to do to consummate the Schultz acquisition, I
think we're prepared to do; but it's a little early to say what
that would be.
A. Holt Thank you.
Coordinator Thank you. Our next question is from Alex Paris from Barrington
Research.
A. Paris Hi, guys. Most of my questions were asked. I've got a few
fill-in-the-blanks, I guess. It sounds like the short fallout, to
me, maybe it was across the board but it has a particular impact
on the commercial side. That' s the one, I have to imagine, you
have the least confidence on forecasting going out.
PROFIT RECOVERY GROUP
Moderator: John Cook
October 8, 2001/9:00 a.m. CDT
Page 20
On the retail side, however, revenues were going to benefit this
year from the addition of a handful of new accounts. Did those
audits get started on schedule and are they generating the sort
of claims that you had anticipated?
J. Cook I think of the three major new accounts that we had expected to
start, two of them started on time, one of them had a ninety-day
delay; all of them are going now.
A. Paris Okay. Under the previous method that you accounted for these
revenues, the unbilled receivables category, while you don't
account that way any longer, do you have a long backlog or a lot
of visibility into future revenue? What does that backlog look
like today? Is it stronger than ever?
J. Cook In retailing, it would be stronger. Even this quarter, we're
having a very strong quarter coming in to September 11th. Again,
finding the errors has not been the problem. It is this issue of
PROFIT RECOVERY GROUP
Moderator: John Cook
October 8, 2001/9:00 a.m. CDT
Page 21
being able to get those. Under our past methodology, as you know,
those claims, once they're accepted by our clients, would have
been revenues. I must tell you that had we done the old
methodology, we probably would have had awfully extended DSOs
under what's happening right now. It is not at all an issue of
finding the money.
A. Paris So on the retail side, it's a call on the economy. As the economy
improves and as retailers become more confident and increase
their purchasing, PRG's revenues should benefit directly?
J. Cook Yes.
A. Paris On the commercial side, same thing, but less certain because it's
not as annuity-like as the retail side?
J. Cook Yes. The other thing is, on the commercial side, if you lost a
week or ten days of work, you did genuinely lose it. It's not
like auditors would have twice as much work the next week to
reclaim it. One of the problems is today's headlines don't make
it any easier.
PROFIT RECOVERY GROUP
Moderator: John Cook
October 8, 2001/9:00 a.m. CDT
Page 22
On the commercial side, we do a lot of air travel to an awful lot
of our clients, to the degree that that gets affected. I would
not, by any means, characterize our commercial operation as
life-is-normal at this moment. Again, it's just sort of a
difference between those. On the retail side, we're operating
full time and have staff, in many cases, who live in those
cities. It's very different from our commercial model, where the
audits are much shorter and where the auditors are generally
traveling.
A. Paris Again, on the retail side, probably more likely deferred
revenues. On the commercial side, there's more risk of some lost
revenues.
J. Cook I think that's correct.
A. Paris Okay. Then moving to the bank covenant, Gene. I don't know if
this is presumptuous to say but based on your track record with
the syndicate, and I know you haven't asked them anything yet,
are you reasonably confident that you can work something out with
this group?
PROFIT RECOVERY GROUP
Moderator: John Cook
October 8, 2001/9:00 a.m. CDT
Page 23
G. Ellis I am, personally. But that's based on past experience, based on
friendships within the nine banks, based on the fact that we are
making money. There are a lot of companies out there that are
destitute that are not making money. Even at these reduced levels
we are very cash flow positive. We actually ended up, as you'll
see when the numbers come out, we've paid our debt down some this
quarter. Even at this reduced level, we're a lot better than a
lot of companies that the bank groups are dealing with right now.
A. Paris Okay. Obviously, renegotiating the bank covenant, the Howard
Schultz deal would be somewhat contingent on that. If you were
able to do that, that could cause a problem. You think,
personally, that you ought to be able to get that taken care of?
G. Ellis Yes.
A. Paris Then longer-term, the issue is near-term. Longer-term, John, I
think you said, you have no reason to believe that you're not
going to be able to hit your longer-term top and bottom line
goals of 15% and 20%?
PROFIT RECOVERY GROUP
Moderator: John Cook
October 8, 2001/9:00 a.m. CDT
Page 24
J. Cook Not at all. There's been nothing that has happened at our
business that changes our overall model. In fact, I think in this
kind of economic climate, our services make more sense than ever.
The challenge for us is to just work our way through the very
near-term difficulties.
A. Paris Okay. Very good. Thanks, very much.
J. Cook Thank you.
Coordinator At this time, there are no additional questions waiting.
J. Cook Alright. In that case, if there aren't any further questions,
anyone can call Gene Ellis or Leslie Krakowski or myself after
the call. We'd be happy to try to answer them.
Other than that, I'd like to thank you all very much for
listening. We look forward to talking to you again on October
31st. Thank you, very much.
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