-----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, NfhLYAGugWDDZEeKoEBqIsggbgBAfb6MyHYOmlEgmSgpLtnMGMqdCH9I9qRIaq9c I/dLfi6y+VrlL3xbqhf6zg== 0001193125-08-127912.txt : 20080604 0001193125-08-127912.hdr.sgml : 20080604 20080604135238 ACCESSION NUMBER: 0001193125-08-127912 CONFORMED SUBMISSION TYPE: 424B3 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20080604 DATE AS OF CHANGE: 20080604 FILER: 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: 424B3 SEC ACT: 1933 Act SEC FILE NUMBER: 333-144127 FILM NUMBER: 08879987 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 424B3 1 d424b3.htm FORM 424(B)(3) FORM 424(b)(3)

Registration No. 333-144127

Filed Pursuant to Rule 424(b)(3)

PROSPECTUS SUPPLEMENT NO. 6

(TO PROSPECTUS DATED DECEMBER 28, 2007)

$300,000,000

CACI International Inc

2.125% Convertible Senior Subordinated Notes due 2014

and Shares of Common Stock Issuable upon Conversion of the Notes

 

 

This prospectus supplement relates to the resale by the holders of 2.125% Convertible Senior Subordinated Notes due 2014 of CACI International Inc and the shares of common stock issuable upon conversion of the notes.

This prospectus supplement should be read in conjunction with the prospectus dated December 28, 2007, which is to be delivered with this prospectus supplement. This prospectus supplement is not complete without, and may not be delivered or used except in conjunction with, the prospectus, including any amendments or supplements thereto.

 

 

Investing in the notes or our common stock involves a high degree of risk. You should carefully read and consider the “Risk Factors” beginning on page 9 of the prospectus.

 

 

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or passed upon the accuracy or adequacy of this prospectus supplement or the prospectus. Any representation to the contrary is a criminal offense.

 

 

The date of this prospectus supplement is June 4, 2008

 


The information in the table appearing under the heading “Selling Securityholders” in the prospectus, as previously supplemented, is supplemented and superseded in part by the information appearing in the table below. Because selling securityholders may trade all or some of the notes listed at any time without notifying us, the table may not reflect the exact value of notes held by each selling securityholder on the date of this supplement.

 

     Principal Amount
of Notes
Beneficially
Owned that may
be Offered ($)
   Percentage
of Notes
Outstanding
    Number of
Shares of
Common
Stock
Beneficially
Owned (1)
   Number of
Shares of
Common
Stock that
may be
Offered (1)
   Percentage of
Common
Stock
Outstanding
(2)
   Number of
Shares of
Common
Stock upon
Completion of
the Offering
(3)

Banc of America Securities LLC (4)

   400,000    *     7,319    7,319    *    7,319

Putnam Convertible Income – Growth Trust (5)

   3,720,000    1.2 %   68,071    68,071    *    68,071

 

* Less than 1%.
(1) Assumes conversion of all of the holder’s notes at a conversion rate of 18.2989 shares of common stock per $1,000 principal amount of notes. However, this conversion rate is subject to adjustment as described under “Description of notes — Conversion rights.” As a result, the number of shares of common stock issuable upon conversion of the notes may increase or decrease in the future.

 

(2) Calculated based on Rule 13d-3(d)(1), using 30,054,685 shares of common stock outstanding as of December 3, 2007. In calculating this amount for the holder, the number of shares of common stock issuable upon conversion of all of the holder’s notes are treated as outstanding.

 

(3) The information presented assumes that all of the selling securityholders will fully convert the notes for shares of our common stock and that the selling securityholders will sell all shares of our common stock that they received pursuant to such conversion.

 

(4) Banc of America Securities LLC is a majority owned subsidiary of a reporting company under the Exchange Act. Banc of America Securities LLC has identified itself as a registered broker-dealer and, accordingly, it is, under the interpretations of the Securities and Exchange Commission, an “underwriter” within the meaning of the Securities Act of 1933.

 

(5) Putnam Convertible Income – Growth Trust is a registered investment fund under the Investment Company Act of 1940. Putnam Convertible Income – Growth Trust is managed by Putnam Investment Management, LLC, which is an indirect majority-owned subsidiary of a reporting company under the Exchange Act.

 

2

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