UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): January 30, 2017
ENGILITY HOLDINGS, INC.
(Exact Name of Registrant as Specified in its Charter)
| | | | |
| Delaware | | 001-35487 | | 61-1748527 |
(State or Other Jurisdiction of Incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
| | |
4803 Stonecroft Blvd. Chantilly, Virginia | | 20151 |
| (Address of Principal Executive Offices) | | (Zip Code) |
(703)633-8300
(Registrant’s Telephone Number, Including Area Code)
Check the appropriate box below if the Form8-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 Rule14a-12 under the Exchange Act (17 CFR240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule14d-2(b) under the Exchange Act (17 CFR240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule13e-4(c) under the Exchange Act (17 CFR240.13e-4(c)) |
Item 2.02 Results of Operations and Financial Condition.
The information set forth in Item 7.01 below is incorporated herein by reference.
Item 7.01 Regulation FD Disclosure.
On January 30, 2017, Engility Holdings, Inc. issued a press release announcing the launch of a debt repricing transaction and reaffirming its fiscal year 2016 guidance, excluding an anticipatednon-cash goodwill impairment charge and the associated tax impact as a result of the sale of its international development services business. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form8-K and is incorporated by reference into this Item 7.01.
The information contained in this report, and the exhibit attached hereto, is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of, or otherwise regarded as filed under, the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or in the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
| | |
| 99.1 | | Press Release dated January 30, 2017. |
SIGNATURES
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.
| | | | | | |
| | | | Engility Holdings, Inc. |
| | | |
| Date: January 30, 2017 | | | | | | |
| | | |
| | | | By: | | /s/ Jon Brooks |
| | | | | | Jon Brooks |
| | | | | | Vice President, Deputy General Counsel and Corporate Compliance Officer |
EXHIBIT INDEX
| | |
No. | | Description of Exhibit |
| |
| 99.1 | | Press Release dated January 30, 2017. |
