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): May 2, 2002
PRG-SCHULTZ 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
N/A
(Former name or former address, if changed since last report)
ITEM 5. OTHER EVENTS.
On May 2, 2002, PRG-Schultz International, Inc. ("PRG-Schultz") issued a press
release announcing its results of operations for the quarter ended March 31,
2002. PRG-Schultz hereby incorporates by reference herein the information set
forth in its press release dated May 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-Schultz 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-Schultz's future financial
performance could differ significantly from the expectations of management and
from results expressed or implied in the attached press release. For further
information on risk factors that could impact the forward looking statements
contained in the attached press release, please refer to the risks discussed
therein and to the "Risk Factors" contained in PRG-Schultz's prospectus dated
April 24, 2002, as filed with the Securities and Exchange Commission on April
25, 2002.
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 May 2, 2002
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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.
PRG-SCHULTZ INTERNATIONAL, INC.
Date: May 2, 2002 By: /s/ Donald E. Ellis, Jr.
-------------------------------------------
Donald E. Ellis, Jr., Executive Vice
President - Finance,
Chief Financial Officer and Treasurer
(Principal Financial Officer)
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EXHIBIT INDEX
Exhibit Number Description
-------------- -----------
99.1 Press Release dated May 2, 2002
4
1467960V1