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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
January 29, 1998
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Date of Report (Date of earliest event reported)
PRT GROUP INC.
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(Exact Name of Registrant as Specified in Charter)
Delaware 0-23315 13-3914972
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(State or other jurisdiction (Commission File Number) (IRS Employer
of Incorporation) Identification No.)
342 Madison Avenue, 11th Floor, New York, New York 10173
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(Address of Principal Executive Offices) (Zip Code)
(212) 922-0800
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Registrant's telephone number, including area code
Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)
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ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial Statements of Businesses Acquired.
On January 31, 1998, PRT Group Inc. (the "Company") consummated the
purchase of substantially all of the assets of Advanced Computing
Techniques, Inc. ("ACT"), a Connecticut corporation. The audited
consolidated balance sheets of ACT as of December 31, 1996 and 1997, and
the related audited consolidated statements of operations, stockholders'
equity and cash flows for each of the two years in the period ended
December 31, 1997, are incorporated herein by reference to Exhibit 99.3
hereto.
(b) Pro Forma Condensed Consolidated Balance Sheet and Statement of
Operations
On July 1, 1997, the Company consummated the purchase of all of the issued
and outstanding capital stock of Computer Management Resources, Inc.
("CMR") and on January 31, 1998, the Company consummated the purchase of
substantially all the assets of Advanced Computer Techniques, Inc.
("ACT"). The unaudited pro forma condensed consolidated balance sheet at
December 31, 1997 and the condensed consolidated statement of operations
for the year ended December 31, 1997, gives effect to the CMR and ACT
acquisitions as if they occurred as of January 1, 1997.
(c) Exhibits.
99.3 The audited financial statements of Advanced Computer
Techniques, Inc. as of December 31, 1997 and 1996 and the
related audited statements of operations, stockholders' equity
and cash flows for the years ended December 31, 1997 and 1996,
with report of independent auditors, thereon.
99.4 The unaudited pro-forma condensed consolidated balance sheet
as of December 31, 1997 and statements of operations for the
year ended December 31, 1997.
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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.
Dated: March 30, 1998
PRT GROUP INC.
By: /s/ LOWELL W. ROBINSON
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Name: Lowell W. Robinson
Title: Chief Financial Officer
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EXHIBIT INDEX
Exhibit No. Description
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99.3 The audited financial statements of Advanced Computer
Techniques, Inc. for the years ended December 31, 1997 and
1996, with report of independent auditors, thereon.
99.4 The unaudited pro-forma condensed consolidated balance sheet
and statements of operations for the year ended December 31,
1997.