----------------------------------------------------------------------------- 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 OCTOBER 22, 2004 Date of Report (Date of earliest event reported) ---------------------------- HURON CONSULTING GROUP INC. (Exact name of registrant as specified in its 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 8.01 OTHER EVENTS. On October 22, 2004, Huron Consulting Group Inc. issued a press release announcing that the underwriters of its initial public offering have exercised in full their over-allotment option. A copy of the press release is set forth in Exhibit 99.1 to this Current Report on Form 8-K and is incorporated in this report as if fully set forth herein. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits. 99.1 Press release, dated October 22, 2004 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. --------------------------------- (Registrant) Date: October 22, 2004 /s/ Gary L. Burge --------------------------------- Gary L. Burge Vice President, Chief Financial Officer and Treasurer EXHIBIT INDEX EXHIBIT NUMBER DESCRIPTION - ------------ --------------------------------------------------------------- 99.1 Press Release, dated October 22, 2004
EXHIBIT 99.1 [GRAPHIC OMITTED] FOR IMMEDIATE RELEASE OCTOBER 22, 2004 HURON CONSULTING GROUP ANNOUNCES EXERCISE OF OVER-ALLOTMENT OPTION CHICAGO - October 22, 2004 - Huron Consulting Group Inc. (NASDAQ: HURN) today announced that the underwriters of its initial public offering consummated on October 18, 2004 have exercised in full their over-allotment option to purchase an additional 750,000 shares of common stock from the selling stockholder in the offering, HCG Holdings LLC, at the public offering price of $15.50 per share. The underwriters closed the purchase of the additional shares from the selling stockholder on October 22, 2004. Huron did not receive any of the proceeds from the shares sold by the selling stockholder. UBS Securities LLC and Deutsche Bank Securities served as joint bookrunning managers for the offering and William Blair & Company served as co-manager. This press release shall not constitute an offer to sell, or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such state. A copy of the final prospectus related to Huron's initial public offering may be obtained from UBS Securities LLC, Prospectus Department, 299 Park Avenue, New York, NY 10171, Telephone: 212-821-3000 or Deutsche Bank Securities, 1251 Avenue of the Americas, New York, NY 10020, Facsimile: 212-468-5333. ABOUT HURON CONSULTING GROUP INC. Huron Consulting Group Inc. is the parent company of Huron Consulting Services LLC, an independent provider of financial and operational consulting services. Huron's experienced and credentialed professionals employ their expertise in accounting, finance, economics and operations to a wide variety of both financially sound and distressed organizations, including Fortune 500 companies, medium-sized businesses, leading academic institutions, healthcare organizations and the law firms that represent these various organizations. ### Media Contact: Jennifer Frost Hennagir 312-880-3260 jfrost-hennagir@huronconsultinggroup.com Investor Contact: Gary L. Burge, Chief Financial Officer 312-583-8733 gburge@huronconsultinggroup.com