-----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, HALbZ5BuhhUHLujLd/2eAy0KKMAf6+z47HWvKyM0OqaAwemz2fSAXJ015eCemu+T Yv5tRZL1N69VfrjTwLIJoQ== 0000016058-06-000008.txt : 20060131 0000016058-06-000008.hdr.sgml : 20060131 20060131152728 ACCESSION NUMBER: 0000016058-06-000008 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060131 ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060131 DATE AS OF CHANGE: 20060131 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: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-31400 FILM NUMBER: 06565810 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 8-K 1 k8post.htm
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

January 31, 2006
(Date of Reported)

CACI International Inc
(Exact name of registrant as specified in its Charter)

Delaware
0-8401
54-1345899
(State or other jurisdiction of incorporation)
Commission File Number)
(IRS Employer
Identification Number)

1100 N. Glebe Road
Arlington, Virginia 22201

(Address of Principal executive offices)(ZIP code)

(703) 841-7800
(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))


ITEMS 1.01, 7.01, and 8.01:    Entry into a Material Definitive Agreement, Regulation FD Disclosure, Other Events

The Registrant announced today a delay in the closing of its anticipated acquisition of substantially all of the assets of Information Systems Support, Inc. ("ISS"). ISS informed the Registrant on January 30, 2006 of the loss of a recompetition of a significant contract which will require a revised valuation of ISS. Reference is made to the Registrant's report to the Commission on Form 8-K dated December 22, 2005 for additional information on the transaction.

A copy of the Registrant´s press release is attached as Exhibit 99 to this current report on Form 8-K.

ITEM 9.01:   FINANCIAL STATEMENTS AND EXHIBITS.

(d) Exhibits
Exhibit 99 Press Release dated January 31, 2006, announcing a delay in the closing of the Registrant's anticipated acquisition of substantially all of the assets of Information Systems Support, Inc.

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.

CACI International Inc

Registrant
By: /s/   Arnold D. Morse

Arnold D. Morse
Senior Vice President,
Acting Director, Legal Division,
and Assistant Secretary
EX-99 2 ex99pr.htm

Exhibit 99

News Release
CACI International Inc - 1100 North Glebe Road - Arlington Virginia 22201

CACI and Information Systems Support, Inc. (ISS)
Announce Delay in Closing
The ISS Acquisition

Arlington, Va., January 31, 2006 - CACI International Inc (NYSE: CAI) and Information Systems Support, Inc. (ISS) announced today a delay in the closing of the anticipated acquisition of ISS by CACI. ISS informed CACI yesterday of the loss of a recompetition of a significant contract which will require a revised valuation of ISS.

The companies intend to continue negotiations and are optimistic that they will reach an agreement. There can be no assurances, however, that the negotiations will be successful.

CACI previously announced that the transaction would close today and would generate $80M to $85M in revenue and $.02 to $.03 per share for its fiscal year ending June 30, 2006.

CACI International Inc provides the IT and network solutions needed to prevail in today's new era of defense, intelligence, and e-government. From systems integration and managed network solutions to knowledge management, engineering, simulation, and information assurance, we deliver the IT applications and infrastructures our federal customers use to improve communications and collaboration, secure the integrity of information systems and networks, enhance data collection and analysis, and increase efficiency and mission effectiveness. Our solutions lead the transformation of defense and intelligence, assure homeland security, enhance decision-making, and help government to work smarter, faster, and more responsively. CACI, a member of the Russell 1000 and S&P SmallCap 600 indices, provides dynamic careers for approximately 9,300 employees working in over 100 offices in the U.S. and Europe. CACI is the IT provider for a networked world. Visit CACI on the web at www.caci.com.

ISS is one of the nation's leading information technology, communications, and logistics management services companies. We offer a wide range of capabilities all geared towards delivering the best solutions to your business challenges. For more information, visit www.iss-md.com.

There are statements made herein which do not address historical facts and, therefore could be interpreted to be forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. Such statements are subject to factors that could cause actual results to differ materially from anticipated results. The factors that could cause actual results to differ materially from those anticipated include, but are not limited to, the following: regional and national economic conditions in the United States and the United Kingdom, including conditions that result from terrorist activities or war; failure to achieve contract awards in connection with recompetes for present business and/or competition for new business; the risks and uncertainties associated with client interest in and purchases of new products and/or services; continued funding of U.S. Government or other public sector projects in the event of a priority need for funds, such as homeland security, the war on terrorism or rebuilding Iraq; government contract procurement (such as bid protest, small business set asides, etc.) and termination risks; the results of government investigations into allegations of improper actions related to the provision of services in support of U.S. military operations in Iraq; individual business decisions of our clients; paradigm shifts in technology; competitive factors such as pricing pressures and/or competition to hire and retain employees (particularly those with security clearances); our ability to complete and successfully integrate acquisitions appropriate to achievement of our strategic plans; material changes in laws or regulations applicable to our businesses, particularly in connection with (i) government contracts for services, (ii) outsourcing of activities that have been performed by the government, and (iii) competition for task orders under Government Wide Acquisition Contracts ("GWACs") and/or schedule contracts with the General Servi ces Administration; our own ability to achieve the objectives of near term or long range business plans; changes that could result from accounting adjustments; and other risks described in the company's Securities and Exchange Commission filings.

# # #

For investor information contact:

David Dragics
Vice President, Investor Relations
(703) 841-7835
ddragics@caci.com
For other information contact:

Jody Brown
Executive Vice President, Public Relations
(703) 841-7801
jbrown@caci.com
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