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
Date of Report (Date of earliest event reported): October 29, 2004
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HURON CONSULTING GROUP INC.
(Exact Name of Registrant as Specified in Charter)
Delaware 000-50976 01-0666114
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification Number)
550 West Van Buren Street
Chicago, Illinois
60607
(Address of principal executive offices)
(Zip Code)
(312) 583-8700
(Registrant's telephone number, including area code)
________________
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:
[ ] 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))
Item 5.02 Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers.
(d) On October 29, 2004, the Board of Directors of Huron Consulting Group Inc.
(the "Company") elected Paul G. Yovovich as a member of its Board of
Directors. It was anticipated that Mr. Yovovich would be added to the
Company's Board of Directors after consummation of the Company's initial
public offering. The initial public offering was consummated on October 18,
2004 (the "IPO"). The Company currently does not expect to name Mr. Yovovich
to any of the standing committees of the Board of Directors.
In April 2002, a group of investors organized HCG Holdings LLC for the purpose
of forming the Company with capital from these investors. Prior to the
consummation of the Company's IPO, HCG Holdings LLC owned approximately 93% of
the Company's outstanding common stock and all of its outstanding 8% preferred
stock and 8% promissory notes. HCG Holdings LLC is controlled by Lake Capital
Partners LP and Lake Capital Management LLC. Mr. Yovovich is president and a
member of Lake Capital Management LLC. Lake Capital Investment Partners LP is
the sole general partner of Lake Capital Partners LP and Lake Partners LLC is
the sole general partner of Lake Capital Investment Partners LP. Mr. Yovovich
is a member and manager of Lake Partners LLC as well as a member of an
investment committee of Lake Capital Investment Partners LP. Mr. Yovovich
also directly holds 2.9% of the common interests in HCG Holdings LLC.
In connection with the IPO, in which HCG Holdings LLC participated as a
selling stockholder, the Company agreed to pay all of the offering expenses of
HCG Holdings LLC, other than underwriting discounts and commissions and
transfer taxes with respect to the shares sold by HCG Holdings LLC.
Upon completion of the IPO, the Company used $15.1 million of its net proceeds
from the IPO to redeem its outstanding 8% preferred stock held by HCG Holdings
LLC and $10.7 million of its net proceeds to repay its outstanding 8%
promissory notes to HCG Holdings LLC. HCG Holdings LLC currently owns
approximately 54% of the Company's outstanding common stock. HCG Holdings LLC
used the proceeds it received from the redemption of the 8% preferred stock
and the repayment of the 8% promissory notes to redeem its outstanding
preferred interests. Mr. Yovovich received a payment of approximately $247,350
in redemption of the approximately 1% of the preferred interests in HCG
Holdings LLC that he held directly.
From time to time, Huron Consulting Services LLC, the Company's wholly-owned
subsidiary, reimburses Lake Capital Management LLC for its out-of-pocket
expenses in connection with its provision of requested management advice.
Under this arrangement, Lake Capital Management LLC has received $95,400 for
the nine months ended September 30, 2004.
The Company has an arrangement whereby it shares with Lake Capital Management
LLC season tickets for a luxury suite at Soldier Field for home games of the
Chicago Bears that the Company uses to entertain current and prospective
clients. Under this arrangement, the Company is responsible for $66,495 for
the 2004 season.
Huron Consulting Services LLC entered into an agreement, effective as of
September 3, 2003, with Highline Technology LLC, an entity in which Mr.
Yovovich owns 50%. Pursuant to the agreement, Highline Technology provides
management of information technology services, including budgeting, network
planning and management, purchasing and contract negotiation assistance,
security and risk management and other requested information technology
services. The Company pays quarterly fees of $31,250, plus expenses, during
the term of the agreement. The agreement can be terminated by either party for
any reason upon 30 days prior written notice to the other party. A total of
approximately $166,500 has been paid in the first nine months of 2004. The
Company intends to internalize the services performed for it by Highline
Technology by hiring a Chief Information Officer and expects that it will
terminate the agreement with Highline Technology in accordance with its terms
in such event.
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.
Huron Consulting Group Inc.
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(Registrant)
Date: November 2, 2004 /s/ Gary L. Burge
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Gary L. Burge
Vice President,
Chief Financial Officer and Treasurer