-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, NF/NccbUDHrA0CKt4OhAcVombl96mkLFtXeiRvSxKRC6F2ImCtfgiLnuWgh6YEp2 98gVDhYXgcrYKk6BhlBvgw== 0000914062-02-000004.txt : 20020413 0000914062-02-000004.hdr.sgml : 20020413 ACCESSION NUMBER: 0000914062-02-000004 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20020102 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20020102 FILER: 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: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-28000 FILM NUMBER: 2500709 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 8-K 1 prg8k102.txt 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): January 2, 2002 THE PROFIT RECOVERY GROUP INTERNATIONAL, INC. (Exact name of registrant as specified in charter) Commission File Number 000-28000 Georgia 58-2213805 (State or other jurisdiction of (IRS Employer Identification incorporation) No.) 2300 Windy Ridge Parkway Suite 100 North Atlanta, Georgia 30339-8426 (Address of principal executive offices) (Zip Code) Registrant's telephone number including area code (770) 779-3900 (Former name or former address, if changed since last report) N/A Item 5. Other Events. On January 2, 2002, The Profit Recovery Group International Inc. ("PRG") issued a press release announcing that it has secured a new bank credit facility which replaces its existing one. The new facility, which was closed on December 31, 2001 and underwritten by Bank of America, has a maximum borrowing capacity of $75 million and a term of three years. Immediately following the closing to the Howard Schultz & Associates International, Inc. acquisition, PRG will have a borrowing capacity of $50 million under the facility. PRG hereby incorporates by reference herein the information set forth in its Press Release dated January 2, 2002, a copy of which is attached hereto as Exhibit 99.1. Except for the historical information contained in this report, the statements made by PRG are forward looking statements that involve risks and uncertainties. All such statements are subject to the safe harbor created by the Private Securities Litigation Reform Act of 1995. PRG's future financial performance could differ significantly from the expectations of management and from results expressed or implied in the Press Release. For further information on other risk factors, please refer to the "Risk Factors" contained in PRG's Current Report on Form 8-K filed on December 17, 2001 with the Securities and Exchange Commission. Item 7. Financial Statements and Exhibits. (a) Financial Statements. Not applicable. (b) Pro Forma Financial Information. Not applicable. (c) Exhibits. Exhibit Number Description 99.1 Press Release dated January 2, 2002 SIGNATURE 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. THE PROFIT RECOVERY GROUP INTERNATIONAL, INC. Date: January 2, 2002 By: /s/ Clinton McKellar, Jr. ---------------------------------- Clinton McKellar, Jr., Senior Vice President, General Counsel and Secretary EX-99.1 3 prg8k102ex99.txt Exhibit 99.1 NEWS RELEASE FOR IMMEDIATE RELEASE THE PROFIT RECOVERY GROUP INTERNATIONAL ANNOUNCES NEW BANK CREDIT FACILITY ATLANTA, JANUARY 2, 2002 - The Profit Recovery Group International, Inc. (Nasdaq: PRGX) today announced that it has secured a new bank credit facility which replaces its existing one. The new facility, which was closed on December 31, 2001 and underwritten by Bank of America, has a maximum borrowing capacity of $75 million and a term of three years. The Company anticipates using the facility to fund various merger and integration costs related to the planned acquisition of Howard Schultz & Associates (HS&A) and to repay certain indebtedness of HS&A following the closing of the acquisition. Immediately following the closing of the HS&A acquisition, PRG will have a borrowing capacity of $50 million under the facility. PRG filed a definitive proxy statement with the SEC on December 19, 2001 and has scheduled a special meeting of shareholders on January 24, 2002 in connection with the proposed acquisition of HS&A. As a result of securing the new bank credit facility, the previously existing bank credit facility agreement has been cancelled. In connection with the cancellation, the Company will record a non-cash, pre-tax charge of approximately $2.6 million in the fourth quarter of 2001 representing remaining deferred loan costs associated with the previous credit facility. About The Profit Recovery Group International, Inc. Headquartered in Atlanta, The Profit Recovery Group International, Inc. (PRG) is one of the world's leading providers of recovery audit services. PRG's continuing operations employ approximately 2,100 employees in 34 countries providing more than 2,500 clients with insightful value to optimize and expertly manage their business transactions. PRG's clients represent a variety of industries including retailing, wholesale distribution, manufacturing, government, high-tech and healthcare organizations. PRG was founded in 1990 and became a publicly-traded company in 1996. Shares of PRG are traded on the NASDAQ National Market under the symbol PRGX. For additional information visit our web site at www.prgx.com. Additional Information PRG filed a definitive proxy statement with the SEC on December 19, 2001. PRG shareholders are urged to read the definitive proxy statement and any other relevant documents filed with the SEC because they will contain important information. You will be able to 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 H. Kratcoski, Director, Investor Relations, PRG International, Inc., 2300 Windy Ridge Parkway, Suite 100N, Atlanta, GA 30339, 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 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 definitive proxy statement. # # # Contacts: Investor Contact: Media & Client Contact: Leslie H. Kratcoski Michelle B. Duncan Investor Relations Corporate Communications (770) 779-3099 (770) 779-3295 -----END PRIVACY-ENHANCED MESSAGE-----