CA, INC. $250,000,000 2.875% Senior Notes due 2018 $250,000,000 4.500% Senior Notes due 2023 UNDERWRITING AGREEMENTUnderwriting Agreement • August 16th, 2013 • Ca, Inc. • Services-prepackaged software • New York
CA, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule I hereto (the “Underwriters”), acting severally and not jointly, for whom Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”) and Morgan Stanley & Co. LLC (“Morgan Stanley”) are acting as representatives (the “Representatives”), (i) $250,000,000 principal amount of the Company’s 2.875% Senior Notes due 2018 (the “2018 Notes”) and (ii) $250,000,000 principal amount of the Company’s 4.500% Senior Notes due 2023 (the “2023 Notes” and, together with the 2018 Notes, the “Securities”). The Securities will be issued pursuant to an Indenture dated as of June 1, 2008 (the “Base Indenture”) between the Company and U.S. Bank National Association, as trustee (the “Trustee”). Certain terms of the Securities will be established pursuant to an Officers’ Certificate delivered pursuant to the Base Indenture (together with the Base Indenture, the “Indenture”).
