CACI INTERNATIONAL INC /DE/ SEC Filings

CACI International Inc completed its previously announced all-cash acquisition of ARKA Group L.P. for $2.6 billion. ARKA contributes electro-optical/infrared and hyperspectral imaging capabilities plus Agentic AI-based software that strengthen CACI’s geospatial intelligence portfolio for critical national security missions.

To support the transaction, CACI entered Amendment No. 1 to its Term Loan B Credit Agreement, adding an $800 million Incremental Term B-2 Loan tranche maturing on March 9, 2033. These floating-rate, asset-backed loans, together with revolving credit facility borrowings and cash on hand, funded the purchase price and related fees and expenses.

CACI International Inc is raising new debt, having priced an additional $500 million of its 6.375% unsecured senior notes due 2033. These notes form part of the same series as notes first issued in June 2025 and are expected to close on March 12, 2026, subject to customary conditions.

CACI plans to use the net proceeds, along with other financing sources and cash on hand, to fund its acquisition of ARKA Group L.P. and related costs. If the acquisition does not close in step with the notes offering, the gross proceeds will be placed in escrow, and the notes are subject to a special mandatory redemption at 100% of principal plus accrued interest if the deal ultimately does not complete.

CACI International Inc plans a private Offering of $500 million in unsecured senior notes due 2033, to be issued as part of the same 6.375% notes series first issued in June 2025. The company expects to use the net proceeds, along with borrowings under its revolving credit facility and an incremental term loan B facility plus cash on hand or a bridge facility, to fund all or part of the purchase price of its planned acquisition of ARKA Group L.P. and related costs.

If the acquisition does not close at the same time as the notes Offering, the gross proceeds will be placed in escrow for the benefit of the trustee and noteholders until closing. The notes carry a special mandatory redemption at 100% of principal plus accrued interest if the acquisition is not completed under the purchase agreement. The notes are being sold only to qualified institutional buyers in the United States and to certain non‑U.S. persons under Regulation S, and are not registered under the Securities Act.

CACI International executive J. William Koegel Jr., EVP and General Counsel, reported an insider stock sale. On February 10, 2026, he executed an open-market sale of 2,000 shares of CACI Common Stock at $615.0625 per share. Following this transaction, he directly owned 25,931 shares of CACI Common Stock.

A stockholder of CACI International has filed a Rule 144 notice to sell 2,000 shares of common stock through UBS Financial Services on the NYSE, with an aggregate market value of 1,230,125. The filing lists 22,085,774 shares of common stock outstanding.

The shares to be sold were acquired mainly through RSU and PSU vesting from CACI International on 10/01/2024 in several separate vesting transactions with different share amounts. The seller represents that they are not aware of any undisclosed material adverse information about CACI’s operations.

CACI International director Michael M. Gilday filed an initial ownership report on Form 3. The filing states that he does not beneficially own any CACI securities, and both the non-derivative and derivative holdings tables report no securities beneficially owned.

CACI International Inc reported higher results for the quarter ended December 31, 2025. Revenue rose to $2,220.1M from $2,099.8M, driven by both new contract awards and growth on existing programs. Net income increased to $123.9M from $109.9M, with diluted EPS up to $5.59 from $4.88. Operating income grew to $206.5M, helped by lower indirect costs as a percentage of sales and contributions from acquisitions.

For the first six months of the fiscal year, revenue reached $4,507.7M and net income $248.7M. Cash flow from operations strengthened to $325.3M, supporting a cash balance of $423.0M and total shareholders’ equity of $4,137.8M. Backlog increased to $32.8B, and remaining performance obligations were $11.3B. CACI also agreed to acquire ARKA Group L.P. for about $2,600.0M in cash, to be funded with existing cash, its credit facility, and additional debt financing.

CACI International Inc reported that it has released its financial results for the second quarter of its fiscal year 2026. The company furnished a press release with these results as Exhibit 99.1, which also includes details about a conference call and webcast. The call and webcast are scheduled for January 22, 2026, giving investors and analysts an opportunity to hear management discuss the quarter’s performance.

BlackRock, Inc. has filed an amended Schedule 13G/A reporting its beneficial ownership of 1,967,663 shares of CACI INTERNATIONAL INC Class A Stock as of the event date 12/31/2025. This holding represents 8.9% of the outstanding class, making BlackRock a significant institutional shareholder.

BlackRock reports sole voting power over 1,891,158 shares and sole dispositive power over all 1,967,663 shares, with no shared voting or dispositive power. The filing explains that the position is held by certain BlackRock business units in the ordinary course of business and states that the securities were not acquired and are not held for the purpose of changing or influencing control of CACI INTERNATIONAL INC.