Issuer Free Writing Prospectus
Filed Pursuant to Rule 433
Registration Statement No. 333-178394
WellPoint, Inc.
$850,000,000 2.250% Notes due 2019
FINAL TERM SHEET
Dated August 7, 2014
Issuer: WellPoint, Inc.
Title: 2.250% Notes due 2019
Size: $850,000,000
Maturity: August 15, 2019
Coupon (Interest Rate): 2.250%
Yield to Maturity: 2.299%
Anticipated Ratings*: Moody’s: Baa2, Stable / S&P: A-, Stable / Fitch: BBB, Stable
Spread to Benchmark Treasury: 70 bps
Benchmark Treasury: 1.625% due July 31, 2019
Benchmark Treasury Price and Yield: 100-04; 1.599%
Interest Payment Dates: February 15 and August 15 of each year, beginning on February 15, 2015
Optional Redemption Provision: Make-whole call at Treasury + 10 bps.
Price to Public: 99.769%
Gross Proceeds to Issuer (before expenses): $848,036,500
Trade Date: August 7, 2014
Settlement Date: August 12, 2014 (T+3)
Day Count: 30/360
CUSIP/ISIN: 94973VBH9 / US94973VBH96
| Active Joint Book-Running Managers: | Goldman, Sachs & Co. Merrill Lynch, Pierce, Fenner & Smith Incorporated | |
| Passive Joint Book-Running Manager: | J.P. Morgan 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.
$800,000,000 3.500% Notes due 2024
FINAL TERM SHEET
Dated August 7, 2014
Issuer: WellPoint, Inc.
Title: 3.500% Notes due 2024
Size: $800,000,000
Maturity: August 15, 2024
Coupon (Interest Rate): 3.500%
Yield to Maturity: 3.560%
Anticipated Ratings*: Moody’s: Baa2, Stable / S&P: A-, Stable / Fitch: BBB, Stable
Spread to Benchmark Treasury: 115 bps
Benchmark Treasury: 2.500% due May 15, 2024
Benchmark Treasury Price and Yield: 100-25; 2.410%
Interest Payment Dates: February 15 and August 15 of each year, beginning on February 15, 2015
| Optional Redemption Provision: | Make-whole call at Treasury + 17.5 bps, or on or after May15, 2024 at par. |
Price to Public: 99.498%
Gross Proceeds to Issuer (before expenses): $795,984,000
Trade Date: August 7, 2014
Settlement Date: August 12, 2014 (T+3)
Day Count: 30/360
CUSIP/ISIN: 94973VBJ5 / US94973VBJ52
| Active Joint Book-Running Managers: | Goldman, Sachs & Co. Merrill Lynch, Pierce, Fenner & Smith Incorporated | |
| Passive Joint Book-Running Manager: | Deutsche Bank Securities Inc. | |
| * | 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.
$800,000,000 4.650% Notes due 2044
FINAL TERM SHEET
Dated August 7, 2014
Issuer: WellPoint, Inc.
Title: 4.650% Notes due 2044
Size: $800,000,000
Maturity: August 15, 2044
Coupon (Interest Rate): 4.650%
Yield to Maturity: 4.663%
Anticipated Ratings*: Moody’s: Baa2, Stable / S&P: A-, Stable / Fitch: BBB, Stable
Spread to Benchmark Treasury: 145 bps
Benchmark Treasury: 3.625% due February 15, 2044
Benchmark Treasury Price and Yield: 107-26; 3.213%
Interest Payment Dates: February 15 and August 15 of each year, beginning on February 15, 2015
| Optional Redemption Provision: | Make-whole call at Treasury + 25 bps, or on or after February 15, 2044 at par. |
Price to Public: 99.791%
Gross Proceeds to Issuer (before expenses): $798,328,000
Trade Date: August 7, 2014
Settlement Date: August 12, 2014 (T+3)
Day Count: 30/360
CUSIP/ISIN: 94973VBK2 / US94973VBK26
| Active Joint Book-Running Managers: | Goldman, Sachs & Co. | |
| Merrill Lynch, Pierce, Fenner & Smith | ||
| Incorporated | ||
| Passive Joint Book-Running Manager: | U.S. Bancorp Investments, Inc. | |
| * | 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.
$250,000,000 4.850% Notes due 2054
FINAL TERM SHEET
Dated August 7, 2014
Issuer: WellPoint, Inc.
Title: 4.850% Notes due 2054
Size: $250,000,000
Maturity: August 15, 2054
Coupon (Interest Rate): 4.850%
Yield to Maturity: 4.863%
Anticipated Ratings*: Moody’s: Baa2, Stable / S&P: A-, Stable / Fitch: BBB, Stable
Spread to Benchmark Treasury: 165 bps
Benchmark Treasury: 3.625% due February 15, 2044
Benchmark Treasury Price and Yield: 107-26; 3.213%
Interest Payment Dates: February 15 and August 15 of each year, beginning on February 15, 2015
| Optional Redemption Provision: | Make-whole call at Treasury + 25 bps, or on or after February 15, 2054 at par. |
Price to Public: 99.771%
Gross Proceeds to Issuer (before expenses): $249,427,500
Trade Date: August 7, 2014
Settlement Date: August 12, 2014 (T+3)
Day Count: 30/360
CUSIP/ISIN: 94973V BL0 / US94973VBL09
| Active Joint Book-Running Managers: | Goldman, Sachs & Co. | |
| Merrill Lynch, Pierce, Fenner & Smith | ||
| Incorporated | ||
| Passive Joint Book-Running Manager: | UBS 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 U.S. Securities and Exchange Commission (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 the underwriters, by contacting: Goldman, Sachs & Co., Attn: Prospectus Department, 200 West Street, New York, NY 10282, toll free telephone: 866-471-2526, facsimile: 212-902-9316, or e-mail: prospectus-ny@ny.email.gs.com.; or Merrill Lynch, Pierce, Fenner & Smith Incorporated Attn: Prospectus Department, 222 Broadway, 11th Floor, New York, New York 10038, telephone: 1-800-294-1322, or email: dg.prospectus_requests@baml.com.