Issuer Free Writing Prospectus
Filed Pursuant to Rule 433
Registration No. 333-196619
CA, Inc.
PRICING TERM SHEET
July 30, 2015
3.600% Senior Notes due 2020
| Issuer: | CA, Inc. | |
| Ratings*: | Baa2 (stable outlook)/BBB+(stable outlook)/BBB+ (stable outlook) | |
| Size: | $400,000,000 | |
| Maturity: | August 1, 2020 | |
| Coupon (Interest Rate): | 3.600% | |
| Yield to Maturity: | 3.622% | |
| Spread to Benchmark Treasury: | T+200 basis points | |
| Benchmark Treasury: | 1.625% due June 30, 2020 | |
| Benchmark Treasury Price and Yield: | 100-00+; 1.622% | |
| Interest Payment Dates: | Semi-annually on each February 1 and August 1 of each year, commencing on February 1, 2016 | |
| Make-Whole Call: | At any time prior to one month prior to maturity at a discount rate of Treasury plus 30 basis points | |
| Par Call: | On or after the date that is one month prior to maturity, the notes will be redeemable at par | |
| Price to Public: | 99.901% | |
| Trade Date: | July 30, 2015 | |
| Settlement Date: Underwriting Discount: |
August 4, 2015 (T+3) 0.600% | |
| Proceeds, after underwriting discount and before expenses, to Issuer: | $397,204,000 | |
| Denominations: | $2,000 and integral multiples of $1,000 in excess thereof | |
| Day Count Convention: | 30/360 | |
| Payment Business Days: | New York | |
| CUSIP Number: | 12673PAF2 | |
| ISIN Number: | US12673PAF27 | |
| Joint Book-Running Managers: | J.P. Morgan Securities LLC Merrill Lynch, Pierce, Fenner & Smith Incorporated | |
| Senior Co-Managers: | Barclays Capital Inc. Citigroup Global Markets Inc. Morgan Stanley & Co. LLC BNP Paribas Securities Corp. Goldman Sachs & Co. HSBC Securities (USA) Inc. PNC Capital Markets LLC RBC Capital Markets, LLC Scotia Capital (USA) Inc. |
| Co-Managers: | U.S. Bancorp Investments, Inc. Wells Fargo Securities, LLC DNB Markets, Inc. ING Financial Markets LLC KeyBanc Capital Markets Inc. SMBC Nikko Securities America, Inc. Standard Chartered Bank SunTrust Robinson Humphrey, Inc. |
The expenses of the offering of the notes, not including underwriting discounts, are estimated at $1,300,000 and are payable by the Issuer (a portion of which will be reimbursed by the Underwriters).
All references to the 2025 notes in the Preliminary Prospectus Supplement are deleted and the Issuer is only issuing the 2020 notes.
| * | Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time. |
The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and the other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, you can request a copy of the prospectus by calling J.P. Morgan Securities LLC at 1-212-834-4533 or by calling or e-mailing Merrill Lynch, Pierce, Fenner & Smith Incorporated at 1-800-294-1322 or dg.prospectus_requests@baml.com.
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