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CA > SEC Filings for CA > Form 8-K on 16-Aug-2013All Recent SEC Filings

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Form 8-K for CA, INC.


16-Aug-2013

Other Events, Financial Statements and Exhibits


Item 8.01 Other Events.

On August 16, 2013, CA, Inc. (the "Company") issued and sold $250,000,000 aggregate principal amount of its 2.875% Senior Notes due 2018 and $250,000,000 aggregate principal amount of its 4.500% Senior Notes due 2023 (collectively, the "Notes") pursuant to an Underwriting Agreement dated August 13, 2013 between the Company and the several underwriters named therein, for whom Merrill Lynch, Pierce, Fenner & Smith Incorporated and Morgan Stanley & Co. LLC acted as the representatives (the "Underwriting Agreement"). The Notes were issued under the Company's Indenture dated as of June 1, 2008 with U.S. Bank National Association, as trustee (the "Indenture"), which is filed as Exhibit 4.1 to the Company's Registration Statement on Form S-3 (No. 333-174849) filed by the Company to register the offer and sale of the Notes with the Securities and Exchange Commission under the Securities Act of 1933. The forms and terms of the Notes were established and set forth in an Officers' Certificate dated the date hereof pursuant to the Indenture (the "Officers' Certificate"). Copies of the Underwriting Agreement, the Officers' Certificate (including the forms of the Notes) and the opinion of counsel for the Company regarding the legality of the Notes are attached hereto as Exhibits 1.1, 4.2 and 5.1, respectively, and incorporated by reference in the Registration Statement.



Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit
  No.                                     Description

 1.1         Underwriting Agreement dated August 13, 2013 between the Company and
             the several underwriters named therein, for whom Merrill Lynch,
             Pierce, Fenner & Smith Incorporated and Morgan Stanley & Co. LLC acted
             as representatives, relating to the offer and sale of the Notes.

 4.2         Officers' Certificate dated August 16, 2013 establishing the terms of
             the Notes pursuant to the Indenture (including the forms of the
             Notes).

 5.1         Opinion of Pillsbury Winthrop Shaw Pittman LLP regarding the legality
             of the Notes.

23.1         Consent of Pillsbury Winthrop Shaw Pittman LLP (included in Exhibit
             5.1).


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