-----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, L99pbVxJ//cQNHHed8Zr4+1c5kpOd61ijIvO9mnnc/jSQsG07sNcF4Y09/9Ckn2q LxPcENjhp+zevxAOEC++nA== 0001209191-07-008895.txt : 20070208 0001209191-07-008895.hdr.sgml : 20070208 20070208200420 ACCESSION NUMBER: 0001209191-07-008895 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070206 FILED AS OF DATE: 20070208 DATE AS OF CHANGE: 20070208 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: PRG SCHULTZ 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 BUSINESS ADDRESS: STREET 1: 600 GALLERIA PARKWAY STREET 2: STE 100 CITY: ATLANTA STATE: GA ZIP: 30339-5949 BUSINESS PHONE: 7707793311 MAIL ADDRESS: STREET 1: 600 GALLERIA PARKWAY STREET 2: STE 100 CITY: ATLANTA STATE: GA ZIP: 30339-5949 FORMER COMPANY: FORMER CONFORMED NAME: PROFIT RECOVERY GROUP INTERNATIONAL INC DATE OF NAME CHANGE: 19960207 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PETRUS SECURITIES LP CENTRAL INDEX KEY: 0001167362 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-28000 FILM NUMBER: 07594956 BUSINESS ADDRESS: STREET 1: PEROT GROUP STREET 2: PO BOX 269014 CITY: PLANO STATE: TX ZIP: 75026 BUSINESS PHONE: 9725351945 MAIL ADDRESS: STREET 1: C/O PEROT GROUP STREET 2: PO BOX 269014 CITY: PLANO STATE: TX ZIP: 75026 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BLASNIK STEVE CENTRAL INDEX KEY: 0001195813 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-28000 FILM NUMBER: 07594957 BUSINESS ADDRESS: BUSINESS PHONE: 972-635-1919 MAIL ADDRESS: STREET 1: 2300 WEST PLANO PARKWAY CITY: PLANO STATE: TX ZIP: 75075 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Hill Air CO I LLC CENTRAL INDEX KEY: 0001362940 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-28000 FILM NUMBER: 07594958 BUSINESS ADDRESS: STREET 1: P.O. BOX 269014 CITY: PLANO STATE: TX ZIP: 75206 BUSINESS PHONE: 9725351983 MAIL ADDRESS: STREET 1: P.O. BOX 269014 CITY: PLANO STATE: TX ZIP: 75206 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Parkcentral Capital Management, L.P. CENTRAL INDEX KEY: 0001315871 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-28000 FILM NUMBER: 07594959 BUSINESS ADDRESS: STREET 1: 2300 W. PLANO PARKWAY CITY: PLANO STATE: TX ZIP: 75075 BUSINESS PHONE: 972-535-1900 MAIL ADDRESS: STREET 1: P.O. BOX 269014 CITY: PLANO STATE: TX ZIP: 75026 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Parkcentral Global Hub Ltd CENTRAL INDEX KEY: 0001362939 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-28000 FILM NUMBER: 07594960 BUSINESS ADDRESS: STREET 1: P.O. BOX 269014 CITY: PLANO STATE: TX ZIP: 75206 BUSINESS PHONE: 9725351983 MAIL ADDRESS: STREET 1: P.O. BOX 269014 CITY: PLANO STATE: TX ZIP: 75206 4 1 bod43352_bod2pghl.xml MAIN DOCUMENT DESCRIPTION X0202 4 2007-02-06 0001007330 PRG SCHULTZ INTERNATIONAL INC PRGX 0001362939 Parkcentral Global Hub Ltd 2300 WEST PLANO PARKWAY PLANO TX 75075 0 0 1 0 0001315871 Parkcentral Capital Management, L.P. 2300 WEST PLANO PARKWAY PLANO TX 75075 0 0 1 0 0001195813 BLASNIK STEVE 2300 WEST PLANO PARKWAY PLANO TX 75075 0 0 1 0 0001167362 PETRUS SECURITIES LP 2300 WEST PLANO PARKWAY PLANO TX 75075 0 0 1 0 0001362940 Hill Air CO I LLC 2300 WEST PLANO PARKWAY PLANO TX 75075 0 0 1 0 10.0% Senior Convertible Notes Due 2011 6.50 2007-02-06 4 S 0 200000 327000 D Common Stock 30769 8801893 I See Footnotes 10.0% Senior Convertible Notes Due 2011 6.5 2007-02-08 4 S 0 116000 188152 D Common Stock 17846 8685893 I See Footnotes This statement is filed by and on behalf of Parkcentral Global Hub Limited ("Global Hub"), Parkcentral Capital Management, L.P. ("Capital Management"), Petrus Securities, L.P. ("Petrus"), Hill Air Company I, LLC ("Hill Air"), and Steven Blasnik. Capital Management serves as an investment adviser and/or manager to other persons, including Global Hub. Capital Management may be deemed to beneficially own (a) 10.0% Senior Convertible Notes Due 2011 of the issuer ("Senior Notes"), (b) 9.0% Senior Series A Convertible Participating Preferred Stock of the issuer ("Series A Preferred Stock"), and (c) shares of Common Stock, no par value per share, of the issuer ("Common Stock") owned and/or held by and/or for the account and/or benefit of other persons, including Global Hub. Hill Air is denominated as a general partner of Petrus. Hill Air may be deemed to beneficially own Senior Notes and shares of Series A Preferred Stock and Common Stock owned and/or held by and/or for the account and/or benefit of Petrus. Steven Blasnik is the President of each of Capital Management and Hill Air. Steven Blasnik may be deemed to beneficially own Senior Notes and shares of Series A Preferred Stock and Common Stock owned and/or held by and/or for the account and/or benefit of each of Capital Management and Hill Air. Each of the reporting persons states that neither the filing of this statement nor anything herein shall be deemed an admission that such person is, for purposes of Section 16 of the Act or otherwise, the beneficial owner of any securities covered by this statement. Each of the reporting persons disclaims beneficial ownership of the securities covered by this statement, except to the extent of the pecuniary interest of such person in such securities. Each of the reporting persons may be deemed to be a member of a group with respect to the issuer or securities of the issuer for the purposes of Section 13(d) or 13(g) of the Act. Each of the reporting persons declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, (i) acting (or has agreed or is agreeing to act together with any other person) as a partnership, limited partnership, syndicate, or other group for the purpose of acquiring, holding, or disposing of securities of the issuer or otherwise with respect to the issuer or any securities of the issuer or (ii) a member of any group with respect to the issuer or any securities of the issuer. On February 6, 2007, Global Hub and Petrus sold $170,000 and $30,000, respectively, in aggregate principal amount of the Senior Notes. The Senior Notes are convertible at the option of the holder at any time prior to maturity into shares of Common Stock at the then-effective conversion price for the Senior Notes, subject to the anti-dilution and other adjustments described in the Senior Notes. As of February 6, 2007, the effective conversion price for the Senior Notes was $6.50 per share of Common Stock, subject to the anti-dilution and other adjustments described in the Senior Notes. Includes (a) 26,154 shares of Common Stock beneficially owned and/or held by or for the account or benefit of Parkcentral Global and (b) 4,615 shares of Common Stock beneficially owned and/or held by or for the account or benefit of Petrus. Includes (a) $7,342,334 in aggregate principal amount of the Senior Notes beneficially owned and/or held by or for the account or benefit of Parkcentral Global and (b) $1,459,559 in aggregate principal amount of the Senior Notes beneficially owned and/or held by or for the account or benefit of Petrus. On February 8, 2007, Global Hub and Petrus sold $100,000 and $16,000, respectively, in aggregate principal amount of the Senior Notes. The Senior Notes are convertible at the option of the holder at any time prior to maturity into shares of Common Stock at the then-effective conversion price for the Senior Notes, subject to the anti-dilution and other adjustments described in the Senior Notes. As of February 8, 2007, the effective conversion price for the Senior Notes was $6.50 per share of Common Stock, subject to the anti-dilution and other adjustments described in the Senior Notes. Includes (a) 15,385 shares of Common Stock beneficially owned and/or held by or for the account or benefit of Parkcentral Global and (b) 2,461 shares of Common Stock beneficially owned and/or held by or for the account or benefit of Petrus. Includes (a) $7,242,334 in aggregate principal amount of the Senior Notes beneficially owned and/or held by or for the account or benefit of Parkcentral Global and (b) $1,443,559 in aggregate principal amount of the Senior Notes beneficially owned and/or held by or for the account or benefit of Petrus. Exhibit 24 - Joint Filing Agreement and Power of Attorney (incorporated by reference from Exhibit 24 to Form 4 relating to Common Stock of the Issuer filed by the Reporting Persons on April 12, 2006) By: Parkcentral Capital Management, L.P. Its: Investment Adviser By: /s/ David Radunsky, Chief Operating Officer 2007-02-08 EX-99 2 d43352_2ex991.txt ADDITIONAL EXHIBITS EXHIBIT 99.1 JOINT FILER INFORMATION OTHER REPORTING PERSON(S) 1. PARKCENTRAL CAPITAL MANAGEMENT, L.P.
ITEM INFORMATION Name: Parkcentral Capital Management, L.P. Address: 2300 West Plano Parkway Plano, Texas 75075 Designated Filer: Parkcentral Global Hub Limited Issuer Name and Ticker or Trading PRG-SCHULTZ INTERNATIONAL, INC. [PRGX] Symbol: Date of Earliest Transaction February 6, 2007 Required to be Reported (Month/Day/Year): If Amendment, Date Original Filed NA (Month/Day/Year): Relationship of Reporting Person(s) 10% Owner to Issuer: Individual or Joint/Group Filing: Form filed by More than One Reporting Person Signature: By: /s/ David Radunsky ------------------------------- Name: David Radunsky Title: Chief Operating Officer Date: February 8, 2007
2. PETRUS SECURITIES, L.P.
ITEM INFORMATION Name: Petrus Securities, L.P. Address: 2300 West Plano Parkway Plano, Texas 75075 Designated Filer: Parkcentral Global Hub Limited Issuer Name and Ticker or Trading PRG-SCHULTZ INTERNATIONAL, INC. [PRGX] Symbol: Date of Earliest Transaction February 6, 2007 Required to be Reported (Month/Day/Year): If Amendment, Date Original Filed NA (Month/Day/Year): Relationship of Reporting Person(s) 10% Owner to Issuer: Individual or Joint/Group Filing: Form filed by More than One Reporting Person Signature: By: /s/ David Radunsky ------------------------------- Name: David Radunsky Title: Chief Operating Officer Date: February 8, 2007
3. HILL AIR COMPANY I, LLC
ITEM INFORMATION Name: Hill Air Company I, LLC Address: 2300 West Plano Parkway Plano, Texas 75075 Designated Filer: Parkcentral Global Hub Limited Issuer Name and Ticker or Trading PRG-SCHULTZ INTERNATIONAL, INC. [PRGX] Symbol: Date of Earliest Transaction February 6, 2007 Required to be Reported (Month/Day/Year): If Amendment, Date Original Filed NA (Month/Day/Year): Relationship of Reporting Person(s) 10% Owner to Issuer: Individual or Joint/Group Filing: Form filed by More than One Reporting Person Signature: By: /s/ David Radunsky ------------------------------- Name: David Radunsky Title: Chief Operating Officer Date: February 8, 2007
4. STEVEN BLASNIK
ITEM INFORMATION Name: Steven Blasnik Address: 2300 West Plano Parkway Plano, Texas 75075 Designated Filer: Parkcentral Global Hub Limited Issuer Name and Ticker or Trading PRG-SCHULTZ INTERNATIONAL, INC. [PRGX] Symbol: Date of Earliest Transaction February 6, 2007 Required to be Reported (Month/Day/Year): If Amendment, Date Original Filed NA (Month/Day/Year): Relationship of Reporting Person(s) 10% Owner to Issuer: Individual or Joint/Group Filing: Form filed by More than One Reporting Person Signature: By: /s/ Steven Blasnik ------------------------------- Name: Steven Blasnik Date: February 8, 2007
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