Issuer Free Writing Prospectus
Filed Pursuant to Rule 433
Registration Statement No. 333-178394
WellPoint, Inc.
$625,000,000 1.250% Notes due 2015
FINAL TERM SHEET
Dated September 5, 2012
Issuer: WellPoint, Inc.
Title: 1.250% Notes due 2015
Size: $625,000,000
Maturity: September 10, 2015
Coupon (Interest Rate): 1.250%
Yield to Maturity: 1.264%
Anticipated Ratings*: Moody’s: Baa2, Stable / S&P: A-, Stable / Fitch: BBB+, Negative
Spread to Benchmark Treasury: 95 bps
Benchmark Treasury: 0.250% due August 15, 2015
Benchmark Treasury Price and Yield: 99-26; 0.314%
Interest Payment Dates: March 10 and September 10 of each year, beginning on March 10, 2013
Optional Redemption Provision: Make-whole call at Treasury + 15 bps at any time, beginning March 10, 2013
Price to Public: 99.959%
Gross Proceeds to Issuer (before expenses): $624,743,750
Trade Date: September 5, 2012
Settlement Date: September 10, 2012
Day Count: 30/360
CUSIP/ISIN: 94973V AZ0/US94973VAZ04
| Active Joint Book-Running Managers: | Citigroup Global Markets Inc. | |
| Credit Suisse Securities (USA) LLC | ||
| Deutsche Bank Securities Inc. | ||
| Passive Joint Book-Running Managers: | Merrill Lynch, Pierce, Fenner & Smith | |
| Incorporated | ||
| UBS Securities LLC | ||
| Wells Fargo Securities, LLC | ||
| * | 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. |
WellPoint, Inc.
$625,000,000 1.875% Notes due 2018
FINAL TERM SHEET
Dated September 5, 2012
Issuer: WellPoint, Inc.
Title: 1.875% Notes due 2018
Size: $625,000,000
Maturity: January 15, 2018
Coupon (Interest Rate): 1.875%
Yield to Maturity: 1.919%
Anticipated Ratings*: Moody’s: Baa2, Stable / S&P: A-, Stable / Fitch: BBB+, Negative
Spread to Benchmark Treasury: 130 bps
Benchmark Treasury: 0.625% due August 31, 2017
Benchmark Treasury Price and Yield: 100-01; 0.619%
Interest Payment Dates: January 15 and July 15 of each year, beginning on July 15, 2013
Optional Redemption Provision: Make-whole call at Treasury + 20 bps at any time, beginning July 15, 2013
Price to Public: 99.772%
Gross Proceeds to Issuer (before expenses): $623,575,000
Trade Date: September 5, 2012
Settlement Date: September 10, 2012
Day Count: 30/360
CUSIP/ISIN: 94973V BC0/US94973VBC00
| Active Joint Book-Running Managers: | Citigroup Global Markets Inc. | |
| Credit Suisse Securities (USA) LLC | ||
| Deutsche Bank Securities Inc. | ||
| Passive Joint Book-Running Managers: | Merrill Lynch, Pierce, Fenner & Smith | |
| Incorporated | ||
| UBS Securities LLC | ||
| Wells Fargo Securities, LLC | ||
| * | 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. |
WellPoint, Inc.
$1,000,000,000 3.300% Notes due 2023
FINAL TERM SHEET
Dated September 5, 2012
Issuer: WellPoint, Inc.
Title: 3.300% Notes due 2023
Size: $1,000,000,000
Maturity: January 15, 2023
Coupon (Interest Rate): 3.300%
Yield to Maturity: 3.337%
Anticipated Ratings*: Moody’s: Baa2, Stable / S&P: A-, Stable / Fitch: BBB+, Negative
Spread to Benchmark Treasury: 175 bps
Benchmark Treasury: 1.625% due August 15, 2022
Benchmark Treasury Price and Yield: 100-11; 1.587%
Interest Payment Dates: January 15 and July 15 of each year, beginning on July 15, 2013
Optional Redemption Provision: Make-whole call at Treasury + 30 bps at any time, beginning July 15, 2013
Price to Public: 99.663%
Gross Proceeds to Issuer (before expenses): $996,630,000
Trade Date: September 5, 2012
Settlement Date: September 10, 2012
Day Count: 30/360
CUSIP/ISIN: 94973V BA4/US94973VBA44
| Active Joint Book-Running Managers: | Citigroup Global Markets Inc. | |
| Credit Suisse Securities (USA) LLC | ||
| Deutsche Bank Securities Inc. | ||
| Passive Joint Book-Running Managers: | Merrill Lynch, Pierce, Fenner & Smith | |
| Incorporated | ||
| UBS Securities LLC | ||
| Wells Fargo Securities, LLC | ||
| * | 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. |
WellPoint, Inc.
$1,000,000,000 4.650% Notes due 2043
FINAL TERM SHEET
Dated September 5, 2012
Issuer: WellPoint, Inc.
Title: 4.650% Notes due 2043
Size: $1,000,000,000 aggregate principal amount
Maturity: January 15, 2043
Coupon (Interest Rate): 4.650%
Yield to Maturity: 4.684%
Anticipated Ratings*: Moody’s: Baa2, Stable / S&P: A-, Stable / Fitch: BBB+, Negative
Spread to Benchmark Treasury: 200 bps
Benchmark Treasury: 3.000% due May 15, 2042
Benchmark Treasury Price and Yield: 106-14; 2.684%
Interest Payment Dates: January 15 and July 15 of each year, beginning on July 15, 2013
Optional Redemption Provision: Make-whole call at Treasury + 30 bps at any time, beginning July 15, 2013
Price to Public: 99.421%
Gross Proceeds to Issuer (before expenses): $994,210,000
Trade Date: September 5, 2012
Settlement Date: September 10, 2012
Day Count: 30/360
CUSIP/ISIN: 94973V BB2/US94973VBB27
| Active Joint Book-Running Managers: | Citigroup Global Markets Inc. | |
| Credit Suisse Securities (USA) LLC | ||
| Deutsche Bank Securities Inc. | ||
| Passive Joint Book-Running Managers: | Merrill Lynch, Pierce, Fenner & Smith | |
| Incorporated | ||
| UBS Securities LLC | ||
| Wells Fargo Securities, LLC | ||
| * | 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 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, the issuer or any underwriter participating in the offering will arrange to send you the prospectus, which, in the case of the issuer, you may request the prospectus by calling Corporate Secretary, at (317) 488-6000 or emailing shareholder.services@wellpoint.com at WellPoint, Inc. In the case of Citigroup Global Markets Inc., you may request the prospectus by calling (877) 858-5407, in the case of Credit Suisse Securities (USA) LLC, you may request the prospectus by calling (800) 221-1037, and in the case of Deutsche Bank Securities Inc., you may request the prospectus by calling (800) 503-4611.