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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): MARCH 28, 2005
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PRG-SCHULTZ INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
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GEORGIA 000-28000 58-2213805
(State or Other Jurisdiction (Commission File Number) (IRS Employer
of Incorporation) Identification No.)
600 GALLERIA PARKWAY, SUITE 100, ATLANTA, GEORGIA 30339-5949
(Address of principal executive office) (zip code)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (770) 779-3900
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(Former name or former address, if changed since last report)
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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 (see General Instruction A.2. below):
|_| Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
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ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
On March 29, 2005, PRG-Schultz International, Inc. (the "Company")
announced that the Centers for Medicare & Medicaid Services (CMS), the federal
agency that administers the Medicare Program, had awarded the Company a
three-year contract to provide recovery audit services for the State of
California's Medicare spending. CMS signed the contract on March 28, 2005.
To fully address the range of payment recovery opportunities, the Company
has sub-contracted with Concentra Preferred Systems (the "Subcontractor"), the
nation's largest provider of specialized cost containment services for the
healthcare industry, which will add its clinical experience to the Company's
expertise in recovery audit services. The contract was awarded as part of a
pilot program by CMS to identify underpayments or overpayments and recover
overpayments under the Medicare Program through the use of recovery auditing.
CMS is using this pilot program to evaluate the use of recovery audit services.
The period of performance for the contract runs from March 2005 through
March 2008. All payments made under the contract will be paid on a contingency
basis. The contingency fees are to be paid once the Company and/or Subcontractor
collects the Medicare overpayments on behalf of CMS. The Company and/or
Subcontractor will not receive any payments for identification of the
underpayments or overpayments. The Company will receive specified percentages of
the amounts that are collected on behalf of CMS, depending on the nature of the
recovery efforts undertaken and the parties involved, less any amounts due to
the Subcontractor. CMS may terminate the contract in whole or, from time to
time, in part, if CMS determines that a termination is in CMS's interest or the
Company defaults in performing the contract and fails to cure the default within
10 days (unless extended by CMS) after receiving a notice specifying the
default. "Default" includes failure to make progress in the work so as to
endanger performance.
Except as disclosed herein, there are no material relationships between the
Company and its affiliates and CMS.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial Statements.
N/A
(b) Pro Forma Financial Information.
N/A
(c) Exhibits.
Exhibit Number Description
99.1 Press Release dated March 29, 2005
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
PRG-Schultz International, Inc. has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
PRG-SCHULTZ INTERNATIONAL, INC.
Date: April 1, 2005 By: /s/ C. McKellar, Jr.
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Clinton McKellar, Jr.
General Counsel and Secretary
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EXHIBIT INDEX
Exhibit Number Description
99.1 Press Release dated March 29, 2005
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