-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, IyIfXkz+jOSZ75Sp1NKx6XjLPxrL9/bWrqJGgbD8k0MpWsz82oxPyFlp6hga3/ih R07CIEle/bV0l9t9B9Xl8w== 0000900440-99-000044.txt : 19990624 0000900440-99-000044.hdr.sgml : 19990624 ACCESSION NUMBER: 0000900440-99-000044 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19990527 GROUP MEMBERS: ELKHORN PARTNERS LTD GROUP MEMBERS: PARSOW PARTNERSHIP LTD ET AL SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CACI INTERNATIONAL INC /DE/ CENTRAL INDEX KEY: 0000016058 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373] IRS NUMBER: 541345888 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13D SEC ACT: SEC FILE NUMBER: 005-32900 FILM NUMBER: 99635602 BUSINESS ADDRESS: STREET 1: 1100 N GLEBE ST CITY: ARLINGTON STATE: VA ZIP: 22201 BUSINESS PHONE: 7038417800 MAIL ADDRESS: STREET 1: 1100 NORTH GLEBE ROAD CITY: ARLINGTON STATE: VA ZIP: 22201 FORMER COMPANY: FORMER CONFORMED NAME: CACI INC /DE/ DATE OF NAME CHANGE: 19870119 FORMER COMPANY: FORMER CONFORMED NAME: CONSOLIDATED ANALYSIS CENTERS INC DATE OF NAME CHANGE: 19730102 FORMER COMPANY: FORMER CONFORMED NAME: CALIFORNIA ANALYSIS CENTER INC DATE OF NAME CHANGE: 19680603 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: PARSOW PARTNERSHIP LTD ET AL CENTRAL INDEX KEY: 0000932120 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 2222 SKYLINE DRIVE CITY: ELKHORN STATE: NE ZIP: 68022 BUSINESS PHONE: 4022893217 MAIL ADDRESS: STREET 1: ELKHORN LIMITED PARTNERSHIP STREET 2: PO BOX 0449 CITY: ELKHORN STATE: NE ZIP: 68022 SC 13D 1 PARSOW/ELKHORN 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 CACI INTERNATIONAL, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 127190304 (CUSIP Number) David L. Hefflinger Alan S. Parsow McGrath, North, Mullin General Partner & Kratz, P.C. P. O. Box 0449 1400 One Central Park Plaza Elkhorn, NE 68022 Omaha, NE 68102 (402) 289-3217 with a copy to (402) 341-3070 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) May 19, 1999 (Date of Event which Required Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box [ ]. The remainder of the cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act. CUSIP NO. 127190304 13D Page 2 of 6 Pages 1. Name of Reporting Person SS or IRS Identification Number of Above Person Parsow Partnership, Ltd., a Limited Partnership / 47-0541937 2. Check the Appropriate Box if a Member of a Group /X/ (a) / / (b) 3. SEC Use Only 4. Source of Funds WC 5. Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) / / 6. Citizenship or Place of Organization Nebraska 7. Sole Voting Power 359,700 Shares Number of Shares 8. Shared Voting Power Beneficially Owned by 0 Reporting Person 9. Sole Dispositive Power With 359,700 Shares 10. Shared Dispositive Power 0 11. Aggregate Amount Beneficially Owned by Each Reporting Person 359,700 Shares 12. Check Box if Aggregate Amount in Row 11 Excludes Certain Shares / / 13. Percent of Class Represented by Amount in Row 11 Approximately 3.30% of voting securities 14. Type of Reporting Person PN CUSIP NO. 127190304 13D Page 3 of 6 Pages 1. Name of Reporting Person SS or IRS Identification Number of Above Person Elkhorn Partners Limited Partnership / 47-0721875 2. Check the Appropriate Box if a Member of a Group /X/ (a) / / (b) 3. SEC Use Only 4. Source of Funds WC 5. Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) / / 6. Citizenship or Place of Organization Nebraska 7. Sole Voting Power 196,600 Shares Number of Shares 8. Shared Voting Power Beneficially Owned by 0 Reporting Person 9. Sole Dispositive Power With 196,600 Shares 10. Shared Dispositive Power 0 11. Aggregate Amount Beneficially Owned by Each Reporting Person 196,600 Shares 12. Check Box if Aggregate Amount in Row 11 Excludes Certain Shares / / 13. Percent of Class Represented by Amount in Row 11 Approximately 1.8% of voting securities 14. Type of Reporting Person PN CUSIP NO. 127190304 13D Page 4 of 6 Pages ITEM 1. SECURITY AND ISSUER. The securities to which this Schedule 13D relates are shares of common stock of CACI INTERNATIONAL, INC. ("CACI"), whose principal executive offices are located at 1100 North Glebe Road, Arlington, Virginia 22201. Parsow Partnership, Ltd. and Elkhorn Partners Limited Partnership (the "Partnerships") are the entities making this filing. ITEM 2. IDENTITY AND BACKGROUND. (a)-(c), (f) This Statement is being filed by the Partnerships. The sole general partner of both Partnerships is Alan S. Parsow, 2222 Skyline Drive, Elkhorn, Nebraska 68022. The business of both Partnerships consists of the buying and selling, for the account of the Partnership, of stocks, bonds and other securities, commodities, property and investments. Mr. Parsow is a United States citizen. (d)-(e) Neither of the Partnerships nor Mr. Parsow has during the last five years been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation of such law. ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION. The Partnerships have acquired CACI common stock through open market purchases. The purchase price was obtained from the Partnerships' working capital and from margin account borrowings from brokers. ITEM 4. PURPOSE OF THE TRANSACTION. The Partnerships have acquired the CACI common shares as an investment. The Partnerships intend to review on a continuing basis their investments in the CACI common stock, CACI's business affairs and financial condition, as well as conditions in the securities markets and general economic and industry conditions. The Partnerships may purchase additional CACI common shares either in the open market, in privately negotiated transactions, or otherwise. Additionally, the Partnerships may dispose of the CACI common stock they presently own or hereafter acquire either in the open market, in privately negotiated transactions, or otherwise. Mr. Parsow, on behalf of the Partnerships, intends to seek representation on CACI's board of directors. Mr. Parsow was previously a director of CACI from 1993 to 1997. CUSIP NO. 127190304 13D Page 5 of 6 Pages ITEM 5. INTEREST IN SECURITIES OF THE ISSUES. (a)(b) As of May 25, 1999, Parsow Partnership, Ltd. owns 359,700 shares of CACI common stock and Elkhorn Partners Limited Partnership owns 196,600 shares of CACI common stock. The CACI Form 10-Q for the quarter ended March 31, 1999 reported that there were outstanding 10,911,000 shares of CACI common stock as of March 31, 1999. Based on this number, Parsow Partnership, Ltd. owns approximately 3.30% of the CACI common stock and Elkhorn Partners Limited Partnership owns approximately 1.8% of the CACI common stock. (c) During the past 60 days, Parsow Partnership, Ltd. purchased 58,900 shares of CACI common stock, in open market transactions, at prices ranging from $16.3125 to $18.0625 per share, and Elkhorn Partners Limited Partnership purchased 37,600 shares of CACI common stock in open market transactions at prices ranging from $16.175 to $18 per share. ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER. Neither of the Partnerships nor Mr. Parsow has any contract, arrangement, understanding or relationship with any other person with respect to any securities of CACI including the transfer or voting of any of the securities, finder's fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or loss, or the giving or withholding of proxies. ITEM 7. MATERIAL TO BE FILED AS EXHIBITS. Not Applicable. CUSIP NO. 127190304 13D Page 6 of 6 Pages SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I hereby certify that the information set forth in this statement is true, complete and correct. DATED: May 26, 1999 Elkhorn Partners Parsow Partnership, Ltd., Limited Partnership A Limited Partnership By: /s/ Alan S. Parsow By: /s/ Alan S. Parsow Alan S. Parsow Alan S. Parsow General Partner General Partner -----END PRIVACY-ENHANCED MESSAGE-----