0001140361-12-041180.txt : 20120921 0001140361-12-041180.hdr.sgml : 20120921 20120921162425 ACCESSION NUMBER: 0001140361-12-041180 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20120919 FILED AS OF DATE: 20120921 DATE AS OF CHANGE: 20120921 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Abrams David C CENTRAL INDEX KEY: 0001292250 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35487 FILM NUMBER: 121104460 MAIL ADDRESS: STREET 1: 222 BERKELEY STREET, 22ND FLOOR CITY: BOSTON STATE: MA ZIP: 02116 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Engility Holdings, Inc. CENTRAL INDEX KEY: 0001544229 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ENGINEERING SERVICES [8711] IRS NUMBER: 453854852 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3750 CENTERVIEW DRIVE CITY: CHANTILLY STATE: VA ZIP: 20151 BUSINESS PHONE: 703-664-2900 MAIL ADDRESS: STREET 1: 3750 CENTERVIEW DRIVE CITY: CHANTILLY STATE: VA ZIP: 20151 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ABRAMS CAPITAL LLC CENTRAL INDEX KEY: 0001112443 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35487 FILM NUMBER: 121104461 BUSINESS ADDRESS: STREET 1: 222 BERKELEY ST. 22ND FLOOR CITY: BOSTON STATE: MA ZIP: 02116 BUSINESS PHONE: 6176466100 MAIL ADDRESS: STREET 1: 222 BERKELEY ST. 22ND FLOOR CITY: BOSTON STATE: MA ZIP: 02116 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ABRAMS CAPITAL MANAGEMENT, LLC CENTRAL INDEX KEY: 0001165407 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35487 FILM NUMBER: 121104457 BUSINESS ADDRESS: STREET 1: 222 BERKELEY STREET, 22ND FLOOR CITY: BOSTON STATE: MA ZIP: 02116 BUSINESS PHONE: 6176466100 MAIL ADDRESS: STREET 1: 222 BERKELEY STREET, 22ND FLOOR CITY: BOSTON STATE: MA ZIP: 02116 FORMER NAME: FORMER CONFORMED NAME: PAMET CAPITAL MANAGEMENT LLC DATE OF NAME CHANGE: 20020117 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Abrams Capital Partners II, L.P. CENTRAL INDEX KEY: 0001292420 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35487 FILM NUMBER: 121104459 BUSINESS ADDRESS: STREET 1: 222 BERKELEY STREET, 22ND FLOOR CITY: BOSTON STATE: MA ZIP: 02116 BUSINESS PHONE: 617-646-6100 MAIL ADDRESS: STREET 1: 222 BERKELEY STREET, 22ND FLOOR CITY: BOSTON STATE: MA ZIP: 02116 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ABRAMS CAPITAL MANAGEMENT, L.P. CENTRAL INDEX KEY: 0001358706 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35487 FILM NUMBER: 121104458 BUSINESS ADDRESS: STREET 1: 222 BERKELEY STREET, 22ND FLOOR CITY: BOSTON STATE: MA ZIP: 02116 BUSINESS PHONE: 617-646-6100 MAIL ADDRESS: STREET 1: 222 BERKELEY STREET, 22ND FLOOR CITY: BOSTON STATE: MA ZIP: 02116 FORMER NAME: FORMER CONFORMED NAME: PAMET CAPITAL MANAGEMENT, LP DATE OF NAME CHANGE: 20060407 4 1 doc1.xml FORM 4 X0306 4 2012-09-19 0 0001544229 Engility Holdings, Inc. EGL 0001358706 ABRAMS CAPITAL MANAGEMENT, L.P. 222 BERKELEY STREET, 22ND FLOOR BOSTON MA 02116 0 0 1 0 0001112443 ABRAMS CAPITAL LLC 222 BERKELEY STREET 22ND FLOOR BOSTON MA 02116 0 0 1 0 0001292250 Abrams David C 222 BERKELEY STREET 22ND FLOOR BOSTON MA 02116 0 0 1 0 0001292420 Abrams Capital Partners II, L.P. 222 BERKELEY STREET, 22ND FLOOR BOSTON MA 02116 0 0 1 0 0001165407 ABRAMS CAPITAL MANAGEMENT, LLC 222 BERKELEY STREET, 22ND FLOOR BOSTON MA 02116 0 0 1 0 Common Stock 2012-09-19 4 P 0 30474 18.3943 A 1997706 I See Footnotes Common Stock 2012-09-19 4 P 0 1900 18.1087 A 1999606 I See Footnotes Common Stock 2012-09-20 4 P 0 6352 18.3099 A 2005958 I See Footnotes Common Stock 2012-09-21 4 P 0 5485 18.4276 A 2011443 I See Footnotes These securities are held by investment funds, the general partner and/or investment adviser of which is directly or indirectly controlled by David C. Abrams. In such capacity, Mr. Abrams may be deemed to beneficially own the reported securities. These securities are held by investment funds, including Abrams Capital Partners II, L.P. ("ACP II"), for which Abrams Capital Management, L.P. (the "LP") serves as investment adviser. Abrams Capital Management, LLC (the "LLC") serves as the general partner of the LP. In their respective capacities, each of the LP and the LLC may be deemed to beneficially own the reported securities. A portion of these securities are held by investment funds for which Abrams Capital, LLC ("Abrams Capital") serves as general partner. In such capacity, Abrams Capital may be deemed to beneficially own the reported securities. Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein, and the inclusion of such securities in this report shall not be deemed an admission of beneficial ownership for purposes of Section 16 or for any other purpose. Of the shares of Common Stock purchased on September 19, 2012, (i) 24,195 shares purchased at $18.3943 per share and 1,509 shares purchased at $18.1087 per share may be deemed beneficially owned by ACP II; and (ii) 28,703 shares purchased at $18.3943 per share and 1,790 shares purchased at $18.1087 per share may be deemed beneficially owned by Abrams Capital; and (iii) all such shares may be deemed beneficially owned by Mr. Abrams, the LP and the LLC. Of the shares of Common Stock purchased on September 20, 2012, (i) 5,043 shares may be deemed beneficially owned by ACP II; and (ii) 5,983 shares may be deemed beneficially owned by Abrams Capital; and (iii) all such shares may be deemed beneficially owned by Mr. Abrams, the LP and the LLC. Of the shares of Common Stock purchased on September 21, 2012, (i) 4,355 shares may be deemed beneficially owned by ACP II; and (ii) 5,166 shares may be deemed beneficially owned by Abrams Capital; and (iii) all such shares may be deemed beneficially owned by Mr. Abrams, the LP and the LLC. As of September 19, 2012, ACP II may be deemed to beneficially own 1,588,198 shares of Common Stock, Abrams Capital may be deemed to beneficially own 1,883,584 shares of Common Stock, and Mr. Abrams, the LP and the LLC may be deemed to beneficially own 1,999,606 shares of Common Stock. As of September 20, 2012, ACP II may be deemed to beneficially own 1,593,241 shares of Common Stock, Abrams Capital may be deemed to beneficially own 1,889,567 shares of Common Stock, and Mr. Abrams, the LP and the LLC may be deemed to beneficially own 2,005,958 shares of Common Stock. As of September 21, 2012, ACP II may be deemed to beneficially own 1,597,596 shares of Common Stock, Abrams Capital may be deemed to beneficially own 1,894,733 shares of Common Stock, and Mr. Abrams, the LP and the LLC may be deemed to beneficially own 2,011,443 shares of Common Stock. /s/ Abrams Capital Management, L.P., by Abrams Capital Management, LLC, the General Partner, by David C. Abrams, Managing Member 2012-09-21 /s/ Abrams Capital Management, LLC, by David C. Abrams, Managing Member 2012-09-21 /s/ Abrams Capital, LLC, by David C. Abrams, Managing Member 2012-09-21 /s/ David C. Abrams 2012-09-21 /s/ Abrams Capital Partners II, L.P., by Abrams Capital, LLC, the General Partner, by David C. Abrams, Managing Member 2012-09-21