UNITED STATES
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
February 12, 2008
Date of Report (Date of earliest event reported)
PRG-Schultz International, Inc.
(Exact Name of Registrant as Specified in Its Charter)
Georgia
(State or Other Jurisdiction of Incorporation)
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0-28000
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58-2213805 |
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(Commission File Number)
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(IRS Employer Identification No.) |
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600 Galleria Parkway, Suite 100, Atlanta, Georgia
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30339-5949 |
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(Address of Principal Executive Offices)
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(Zip Code) |
770-779-3900
(Registrants Telephone Number, Including Area Code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
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):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of
Certain Officers; Compensatory Arrangements of Certain Officers
On February 12, 2008, PRG-Schultz International, Inc. (the Company) entered into a new Expatriate
Assignment Letter of Understanding (the New Agreement) with Bradley T. Roos, the Companys
Senior Vice President Europe. Mr. Roos assignment to the United Kingdom has been extended by
the Company through December 31, 2009. As a result of the extension of his U.K. assignment beyond
May 31, 2008, the expected end of the assignment under the terms of the original Expatriate
Assignment Letter of Understanding between the Company and Mr. Roos (the Original Agreement),
the Company and Mr. Roos entered into the New Agreement. The New Agreements provisions regarding
salary, bonus and severance payments remain unchanged from those provided under the Original
Agreement. Except as follows, all other material terms of the New Agreement are also substantially
similar to those contained in the Original Agreement:
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the New Agreement does not include provisions providing Mr. Roos with a cost of living
allowance, transportation allowance and club dues as provided for under the Original
Agreement; |
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in lieu of specified maximum allowances for housing and the education of Mr. Roos
children, the New Agreement provides that the Company will lease a house on behalf of Mr.
Roos and will pay for Mr. Roos children to attend The American School in London; and |
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the New Agreement also does not include provisions with respect to the payment of
expenses associated with Mr. Roos relocation to the United Kingdom and similar items that
were included in the Original Agreement, as such provisions are no longer applicable. |
The Employment Agreement, dated June 1, 2001, between the Company and Mr. Roos, remains in full
force and affect and, together with the New Agreement, comprises the terms of Mr. Roos employment
arrangement with the Company. A copy of the New Agreement is filed with this Current Report as
Exhibit 10.1 and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) |
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Exhibits |
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The following exhibits are filed herewith: |
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10.1 2008 Expatriate Assignment Agreement with Bradley T. Roos. |
SIGNATURES
Pursuant to the requirements of Section 12 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.
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PRG-Schultz International, Inc.
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By: |
/s/ Victor A. Allums
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Victor A. Allums |
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Senior Vice President, Secretary and
General Counsel |
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Dated: February 14, 2008