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Re: Land Agent post# 29

Wednesday, 03/29/2006 11:19:03 PM

Wednesday, March 29, 2006 11:19:03 PM

Post# of 93
PRG-Schultz Makes Announcement in Compliance with Nasdaq Rules

March 29, 2006 17:10:01 (ET)


ATLANTA, Mar 29, 2006 (BUSINESS WIRE) -- PRG-Schultz International, Inc. (the "Company") (PRGX, Trade) announced today, in compliance with Nasdaq Marketplace Rule 4350(b)(1)(B), that in the Company's recently filed Annual Report on Form 10-K for the fiscal year ended December 31, 2005, the report of the Company's Independent Registered Public Accounting Firm contained in the Form 10-K included a going concern qualification. The paragraph in the audit opinion explaining the qualification noted that realization of assets and the satisfaction of liabilities in the ordinary course of business are dependent on, among other things, the Company's ability to return to profitability, to complete planned restructuring activities and to generate positive cash flows from operations, as well as maintaining credit facilities adequate to conduct its business. The disclosure in this announcement is made in compliance with the Nasdaq rule referred to above, and does not represent any change from the Company's Annual Report on Form 10-K as filed with the Securities and Exchange Commission on March 23, 2006.

As previously announced, on March 17, 2006, the Company completed a substantial debt restructuring through the exchange of 99.6% of its outstanding 4.75% Convertible Subordinated Notes Due 2006 for new 11% Senior Notes Due 2011, 10% Senior Convertible Notes Due 2011 and 9% Senior Series A Convertible Participating Preferred Stock. Additionally, as previously announced, on March 17, 2006 the Company also entered into a new $45 million senior secured credit facility to provide ongoing liquidity for the Company's working capital needs. The Company believes that these actions constitute a substantial step in addressing the concerns expressed by the Company's independent auditors in the going concern qualification included in the independent auditors' report contained in the Form 10-K.

About PRG-Schultz International, Inc.

Headquartered in Atlanta, PRG-Schultz International, Inc. is the world's leading recovery audit firm, providing clients throughout the world with insightful value to optimize and expertly manage their business transactions. Using proprietary software and expert audit methodologies, PRG-Schultz industry specialists review client purchases and payment information to identify and recover overpayments.

Forward Looking Statements

his press release includes contains certain "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, which statements may be identified by words such as "expects," "intends," "anticipates," "plans," "believes," "seeks," "estimates," "will," or words of similar meaning and include, but are not limited to, statements regarding the outlook for the Company's future business and financial performance, including the potential success of the Company's turnaround, anticipated liquidity needs of the Company, and the Company's plans to improve operations and develop new opportunities. Forward- looking statements are based on management's current expectations and assumptions, which are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. Actual outcomes and results may differ materially due to global political, economic, business, competitive, market, regulatory and other factors and risks, such as (without limitation): the Company's ability to stabilize its revenue trend, the success of the Company's previously announced operational restructuring plan, the success of the Company's new service offerings, the Company's ability to retain key personnel, changes in the market for the company's service offerings, and other risks generally applicable to the company's business. For a discussion of other risk factors that may impact the company's business and the success of its turnaround, please see the Company's Securities and Exchange Commission filings, including the Company's Form 10-K filed with the Securities and Exchange Commission on March 23, 2006. The Company disclaims any obligation or duty to update or modify these forward-looking statements.

SOURCE: PRG-Schultz International, Inc.


PRG-Schultz International, Inc., Atlanta
Peter Limeri, 770-779-6464



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