CA » Topics » Item 1.01. Entry into a Material Definitive Agreement.

This excerpt taken from the CA 8-K filed Sep 6, 2006.

Item 1.01. Entry into a Material Definitive Agreement.

As previously reported in CA, Inc.’s (the “Company”) Tender Offer Statement on Schedule TO, which it filed with the Securities and Exchange Commission on August 16, 2006, the Company has commenced a cash tender offer to purchase up to 40,816,327 shares of its common stock, par value $0.10, at a purchase price not less than $22.50 and not greater than $24.50 per share, net to the seller in cash, without interest. The Company intends to finance the tender offer at the close from available cash and from borrowings under its existing credit agreement (the “Credit Agreement”), which was amended on September 6, 2006 (the “Amendment”) to permit the Company to repurchase up to $2 billion of its common stock under its fiscal year 2007 share repurchase program and incur additional indebtedness in connection with those repurchases. The Credit Agreement was entered into on December 2, 2004, and relates to an unsecured revolving credit facility with a committed capacity of $1.0 billion (including a letter of credit sub-facility, among the Company, as borrower, the banks that are a party thereto, Citicorp North America, Inc., as paying agent (the “Agent”), Bank of America, N.A., Citicorp North America, Inc. and JP Morgan Chase Bank, N.A., as co-administrative agents, and Banc of America Securities LLC, Citigroup Global Markets Inc. and J.P. Morgan Securities Inc., as joint lead arrangers and joint bookrunners. The Credit Agreement expires December 2, 2008, at which time all outstanding amounts under the Credit Agreement will be due and payable.

The Amendment effects the following principal changes: (a) it permits up to $2 billion of share repurchases between September 1, 2006 and June 30, 2007 without regard to compliance with the Liquidity Condition (as defined in the Credit Agreement) and (b) it increases the Company’s maximum allowable ratio of consolidated debt for borrowed money to consolidated cash flow, as defined in the Credit Agreement, to 4.0 for the current fiscal quarter and all succeeding quarters.

A further description of the terms and conditions of the Credit Agreement can be found in CA’s Annual Report on Form 10-K filed with the Securities and Exchange Commission on July 31, 2006, which information is incorporated herein by reference.

Certain of the lenders, agents and other parties to the Credit Agreement, and their affiliates, have in the past provided, and may in the future provide, investment banking, underwriting, lending, commercial banking and other advisory services to the company and its subsidiaries. Banc of America Securities LLC, Citigroup Global Markets Inc. and J.P. Morgan Securities Inc. (as affiliates of certain of the lenders and agents) have received, and may in the future receive, customary compensation from the Company and its subsidiaries for such services. Among other things, certain of the lenders, agents and other parties to the Credit Agreement, and their affiliates, acted as Dealer Managers in the Company’s recent offer to purchase up to 40,816,327 shares of its common stock, par value $0.10 per share, including the associated rights to purchase Series One Junior Participating Preferred Stock, Class A, under the Company’s Rights Agreement, dated June 18, 1991, as amended May 17, 1995, May 23, 2001 and November 9, 2001, at a price not less than $22.50 nor greater than $24.50 per share, net to the seller in cash, without interest, which offering is described in further detail on the Company’s Tender Offer Statement on Schedule TO (the “Schedule TO”) filed on August 16, 2006 and Amendment No. 1 to the Schedule TO filed on August 17, 2006.  A press release announcing the Company’s satisfaction of the financing condition under its tender offer through the entry into the Credit Agreement is filed as Exhibit 99.1 hereto.

The foregoing description of the Amendment to the Credit Agreement and related matters is qualified in its entirety by reference to the Amendment, which is filed as Exhibit 10.1 hereto and incorporated herein by reference.

This excerpt taken from the CA 8-K filed Aug 21, 2006.

Item 1.01.  Entry into a Material Definitive Agreement.

On Tuesday, August 15, 2006, CA, Inc. (the “Company”), entered into a purchase and sale agreement (the “Purchase Agreement”) and a lease agreement (the “Lease”) with Island Headquarters Operators LLC, a Delaware limited liability company, and Islandia Operators LLC, a Delaware limited liability company (collectively, “Purchaser” or “Lessor”).  The Purchase Agreement sets forth the terms and conditions whereby the Company sold to Purchaser for a cash purchase price of $204.3 million, its world headquarters located at One CA Plaza, Islandia, New York, 11749, including all buildings, structures, fixtures and other improvements thereon (the “Premises”)..  The purchase price less certain expenses was paid to Company and the sale was consummated on Tuesday, August 15, 2006.  Concurrently with the closing of the sale, the Company leased back the Premises from the Lessor for a term of 15 years, with several options for the Company to renew for up to a total lease term of 35 years.

This excerpt taken from the CA 8-K filed Jan 12, 2006.

Item 1.01.  Entry into a Material Definitive Agreement.

 

On January 5, 2006, Computer Associates International, Inc. (“CA”) signed a merger agreement to acquire the stock of Wily Technology, Inc. (“Wily”), a provider of enterprise application management software solutions that enable companies to manage the health and availability of their web applications and infrastructure.  Wily and a representative of its shareholders are also parties to the agreement.  The merger agreement provides that, at the closing, CA will pay approximately $375 million in cash to Wily equity holders and Wily will become a wholly owned subsidiary of Computer Associates.  The closing is subject to customary conditions, including, among others, the receipt of all required domestic and foreign antitrust regulatory approvals.

 

The foregoing description of the merger agreement is not complete and is qualified in its entirety by reference to the copy of the agreement filed with this report, which copy is incorporated by reference herein.  There is no assurance that the conditions to closing referenced above will be satisfied or that the merger will be completed as provided in the merger agreement

 

This excerpt taken from the CA 8-K filed Jun 10, 2005.

Item 1.01.         Entry into a Material Definitive Agreement.

 

On June 9, 2005, Computer Associates International, Inc., a Delaware corporation (“Computer Associates”), Nebraska Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of Computer Associates (the “Merger Sub”), and Niku Corporation (“Niku”), a Delaware corporation, entered into an Agreement and Plan of Merger (the “Merger Agreement”), pursuant to which the Merger Sub will merge with and into Niku, with Niku as the surviving corporation (the “Merger”). As a result of the Merger, Niku will become a wholly owned subsidiary of Computer Associates.

 

Pursuant to the Merger Agreement, at the effective time of the Merger, each outstanding share of common stock, $0.0001 par value, of Niku (other than any such shares owned by Computer Associates, Niku, any wholly-owned subsidiary of Niku, or Merger Sub, or by any Niku stockholders who are entitled to and properly exercise dissenter’s rights under Delaware law) shall be converted into the right to receive $21.00 in cash, without interest.  Additionally, at the effective time of the Merger, each outstanding and unexercised option to purchase common stock of Niku, whether vested or unvested, will be assumed by Computer Associates and become an option to acquire shares of common stock of Computer Associates, on the terms and conditions set forth in the Merger Agreement.  The aggregate amount of consideration to be paid by CA to Niku shareholders pursuant to the Merger is approximately $350 million.

 

Consummation of the Merger is subject to customary conditions, including, among others, (i) the adoption of the Merger Agreement by the stockholders of Niku, (ii) all required regulatory approvals, including the termination or expiration of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, (iii) the absence of any governmental action or proceeding (A) challenging or seeking to restrain or prohibit the consummation of the Merger or (B) seeking to prohibit or materially impair Computer Associates’ ability to operate any of the material businesses or assets of Computer Associates or Niku or prohibit or limit in any material respect Computer Associates’ ability to exercise certain ownership rights with respect to Niku after the effective time and (iv) the absence of any law or order having any of the effects referred to in (A) or (B) of clause (iii) above. In addition, each of Computer Associates’ and Niku’s obligation to consummate the Merger is subject to certain other conditions, including, among others, (i) the accuracy of the representations and warranties of the other party (subject to certain exceptions) and (ii) material compliance of the other party with its covenants.

 

The foregoing description of the Merger Agreement does not purport to be complete and is qualified in its entirety by reference to the Merger Agreement, which is incorporated by reference herein.

 

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Cautionary Statement Regarding Forward-Looking Statements

 

Certain statements in this communication may constitute “forward-looking statements.” Actual results could differ materially from those projected or forecast in the forward-looking statements. The factors that could cause actual results to differ materially include the following: the possibility that the parties may be unable to achieve expected synergies and operating efficiencies in the merger within the expected time-frames or at all and to successfully integrate Niku’s operations into those of Computer Associates; such integration may be more difficult, time-consuming or costly than expected; revenues following the transaction may be lower than expected; operating costs, customer loss and business disruption (including, without limitation, difficulties in maintaining relationships with employees, customers, clients or suppliers) may be greater than expected following the transaction; the retention of certain key employees at Niku; the conditions to the completion of the transaction may not be satisfied, or the regulatory approvals required for the transaction may not be obtained on the terms expected or on the anticipated schedule; and the parties’ ability to meet expectations regarding the timing, completion and accounting and tax treatments of the merger; the Computer Associates deferred prosecution agreement with the United States Attorney’s Office of the Eastern District, including that Computer Associates could be charged with criminal offenses if it violates this agreement; the agreement that Computer Associates entered into with the Securities and Exchange Commission (“SEC”), including that Computer Associates may be subject to substantial civil penalties and fines if it violates this agreement; civil litigation arising out of the matters that are the subject of the Department of Justice and the Securities and Exchange Commission investigations, including shareholder derivative litigation; Computer Associates and Niku are subject to intense competition and increased competition is expected in the future; risks associated with the recent loss and ongoing replacement of key personnel; our products must remain compatible with, and our product development is dependent upon access to, changing operating environments; we have a significant amount of debt; our credit ratings have been downgraded and could be downgraded further; customers are still adapting to Computer Associates’ Business Model; the failure to protect our intellectual property rights may weaken our competitive position; certain software is licensed from third parties who require, among other things, the payment of royalties, which could affect the development and enhancement of our products; we may become dependent upon large transactions; the market for some or all of our key product areas may not grow; customer decisions are influenced by general economic conditions; third parties may claim that our products infringe their intellectual property rights; fluctuations in foreign currencies could result in transaction losses; acts of war and terrorism may adversely affect our business; the volatility of the international marketplace; and the other factors discussed in “Risk Factors” in the Computer Associates’ Annual Report or Form 10-K for the most recently ended fiscal year and Computer Associate’s other filings with the SEC, which are available at http://www.sec.gov. Computer Associates assumes no obligation to update the information in this communication, except as otherwise required by law.  Readers are cautioned not to place undue reliance on these forward-looking statements that speak only as of the date hereof.

 

Additional Information and Where to Find It

 

This communication may be deemed to be solicitation material in respect of the proposed acquisition of Niku by Computer Associates. In connection with the proposed acquisition, Computer Associates and Niku intend to file relevant materials with the SEC, including Niku’s proxy statement on Schedule 14A. STOCKHOLDERS OF NIKU ARE URGED TO READ ALL RELEVANT DOCUMENTS FILED WITH THE SEC, INCLUDING NIKU’S PROXY STATEMENT, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. Investors and security holders will be able to obtain the documents free of charge at the SEC’s web site, http://www.sec.gov, and Niku stockholders will receive information at an appropriate time on how to obtain transaction-related documents for free from Niku. Such documents are not currently available.

 

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Participants in Solicitation

 

Computer Associates and its directors and executive officers, and Niku and its directors and executive officers, may be deemed to be participants in the solicitation of proxies from the holders of Niku common stock in respect of the proposed transaction. Information about the directors and executive officers of Computer Associates is set forth in the proxy statement for Computer Associates’ 2004 Annual Meeting of Stockholders, which was filed with the SEC on July 29, 2004. Information about the directors and executive officers of Niku is set forth in the proxy statement for Niku’s 2005 Annual Meeting of Stockholders, which was filed with the SEC on May 31, 2005. Investors may obtain additional information regarding the interest of such participants by reading the proxy statement regarding the acquisition when it becomes available.

 

This excerpt taken from the CA 8-K filed Apr 12, 2005.

Item 1.01.              Entry into a Material Definitive Agreement.

 

On April 7, 2005, Computer Associates International, Inc., a Delaware corporation (“Computer Associates”), Minuteman Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of Computer Associates (the “Merger Sub”), and Concord Communications, Inc. (“Concord”), a Massachusetts corporation, entered into an Agreement and Plan of Merger (the “Merger Agreement”), pursuant to which the Merger Sub will merge with and into Concord, with Concord as the surviving corporation (the “Merger”). As a result of the Merger, Concord will become a wholly owned subsidiary of Computer Associates.

 

Pursuant to the Merger Agreement, at the effective time of the Merger, each outstanding share of common stock, $0.01 par value, of Concord (other than any such shares owned by Computer Associates, Concord, or Merger Sub, or by any Concord stockholders who are entitled to and properly exercise dissenter’s rights under Massachusetts law) shall be converted into the right to receive $17.00 in cash, without interest.  Additionally, at the effective time of the Merger, each outstanding option to purchase common stock of Concord, whether vested or unvested, will be assumed by Computer Associates and become an option to acquire shares of common stock of Computer Associates, on the terms and conditions set forth in the Merger Agreement.  The aggregate amount of consideration to be paid by CA to Concord shareholders pursuant to the Merger is approximately $330 million.  CA will also assume approximately $20 million in net debt from Concord pursuant to the Merger.

 

Consummation of the Merger is subject to customary conditions, including, among others, (i) the adoption of the Merger Agreement by the stockholders of Concord, (ii) the termination or expiration of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, (iii) the absence of any governmental action or proceeding (A) challenging or seeking to restrain or prohibit the consummation of the Merger or (B) seeking to prohibit or materially impair CA's ability to operate any of the material businesses or assets of CA or Concord or prohibit or limit in any material respect CA's ability to exercise certain ownership rights with respect to Concord after the effective time and (iv) the absence of any law or order having any of the effects referred to in (A) or (B) of clause (iii) above.  In addition, each of CA's and Concord's obligation to consummate the Merger is subject to certain other conditions, including, among others, (i) the accuracy of the representations and warranties of the other party (subject to certain exceptions) and (ii) material compliance of the other party with its covenants. 

 

The foregoing description of the Merger Agreement does not purport to be complete and is qualified in its entirety by reference to the Merger Agreement, which is incorporated by reference herein.

 

 

2



 

Cautionary Statement Regarding Forward-Looking Statements

 

Certain statements in this communication may constitute “forward-looking statements.” Actual results could differ materially from those projected or forecast in the forward-looking statements. The factors that could cause actual results to differ materially include the following: the possibility that the parties may be unable to achieve expected synergies and operating efficiencies in the merger within the expected time-frames or at all and to successfully integrate Concord’s operations into those of Computer Associates; such integration may be more difficult, time-consuming or costly than expected; revenues following the transaction may be lower than expected; operating costs, customer loss and business disruption (including, without limitation, difficulties in maintaining relationships with employees, customers, clients or suppliers) may be greater than expected following the transaction; the retention of certain key employees at Concord; the conditions to the completion of the transaction may not be satisfied, or the regulatory approvals required for the transaction may not be obtained on the terms expected or on the anticipated schedule; and the parties’ ability to meet expectations regarding the timing, completion and accounting and tax treatments of the merger; the Computer Associates deferred prosecution agreement with the United States Attorney’s Office of the Eastern District, including that Computer Associates could be charged with criminal offenses if it violates this agreement; the agreement that Computer Associates entered into with the Securities and Exchange Commission (“SEC”), including that Computer Associates may be subject to substantial civil penalties and fines if it violates this agreement; civil litigation arising out of the matters that are the subject of the Department of Justice and the Securities and Exchange Commission investigations, including shareholder derivative litigation; Computer Associates and Concord are subject to intense competition and increased competition is expected in the future; risks associated with the recent loss and ongoing replacement of key personnel; our products must remain compatible with, and our product development is dependent upon access to, changing operating environments; we have a significant amount of debt; our credit ratings have been downgraded and could be downgraded further; customers are still adapting to Computer Associates’ Business Model; the failure to protect our intellectual property rights may weaken our competitive position; certain software is licensed from third parties who require, among other things, the payment of royalties, which could affect the development and enhancement of our products; we may become dependent upon large transactions; the market for some or all of our key product areas may not grow; customer decisions are influenced by general economic conditions; third parties may claim that our products infringe their intellectual property rights; fluctuations in foreign currencies could result in transaction losses; acts of war and terrorism may adversely affect our business; the volatility of the international marketplace; and the other factors discussed in “Risk Factors” in the Computer Associates’ Annual Report or Form 10-K for the most recently ended fiscal year and Computer Associates' other filings with the SEC, which are available at http://www.sec.gov. Computer Associates assumes no obligation to update the information in this communication, except as otherwise required by law.  Readers are cautioned not to place undue reliance on these forward-looking statements that speak only as of the date hereof.

 

Additional Information and Where to Find It

 

This communication may be deemed to be solicitation material in respect of the proposed acquisition of Concord by Computer Associates. In connection with the proposed acquisition, Computer Associates and Concord intend to file relevant materials with the SEC, including Concord’s proxy statement on Schedule 14A. STOCKHOLDERS OF CONCORD ARE URGED TO READ ALL RELEVANT DOCUMENTS FILED WITH THE SEC, INCLUDING CONCORD’S PROXY STATEMENT, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. Investors and security holders will be able to obtain the documents free of charge at the SEC’s web site, http://www.sec.gov, and Concord stockholders will receive information at an appropriate time on how to obtain transaction-related documents for free from Concord. Such documents are not currently available.

 

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Participants in Solicitation

 

Computer Associates and its directors and executive officers, and Concord and its directors and executive officers, may be deemed to be participants in the solicitation of proxies from the holders of Concord common stock in respect of the proposed transaction. Information about the directors and executive officers of Computer Associates is set forth in the proxy statement for Computer Associates’ 2004 Annual Meeting of Stockholders, which was filed with the SEC on July 29, 2004. Information about the directors and executive officers of Concord is set forth in the proxy statement for Concord’s 2005 Annual Meeting of Stockholders, which was filed with the SEC on March 31, 2005. Investors may obtain additional information regarding the interest of such participants by reading the proxy statement regarding the acquisition when it becomes available.

 

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This excerpt taken from the CA DEFA14A filed Apr 12, 2005.

Item 1.01.              Entry into a Material Definitive Agreement.

 

On April 7, 2005, Computer Associates International, Inc., a Delaware corporation (“Computer Associates”), Minuteman Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of Computer Associates (the “Merger Sub”), and Concord Communications, Inc. (“Concord”), a Massachusetts corporation, entered into an Agreement and Plan of Merger (the “Merger Agreement”), pursuant to which the Merger Sub will merge with and into Concord, with Concord as the surviving corporation (the “Merger”). As a result of the Merger, Concord will become a wholly owned subsidiary of Computer Associates.

 

Pursuant to the Merger Agreement, at the effective time of the Merger, each outstanding share of common stock, $0.01 par value, of Concord (other than any such shares owned by Computer Associates, Concord, or Merger Sub, or by any Concord stockholders who are entitled to and properly exercise dissenter’s rights under Massachusetts law) shall be converted into the right to receive $17.00 in cash, without interest.  Additionally, at the effective time of the Merger, each outstanding option to purchase common stock of Concord, whether vested or unvested, will be assumed by Computer Associates and become an option to acquire shares of common stock of Computer Associates, on the terms and conditions set forth in the Merger Agreement.  The aggregate amount of consideration to be paid by CA to Concord shareholders pursuant to the Merger is approximately $330 million.  CA will also assume approximately $20 million in net debt from Concord pursuant to the Merger.

 

Consummation of the Merger is subject to customary conditions, including, among others, (i) the adoption of the Merger Agreement by the stockholders of Concord, (ii) the termination or expiration of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, (iii) the absence of any governmental action or proceeding (A) challenging or seeking to restrain or prohibit the consummation of the Merger or (B) seeking to prohibit or materially impair CA's ability to operate any of the material businesses or assets of CA or Concord or prohibit or limit in any material respect CA's ability to exercise certain ownership rights with respect to Concord after the effective time and (iv) the absence of any law or order having any of the effects referred to in (A) or (B) of clause (iii) above.  In addition, each of CA's and Concord's obligation to consummate the Merger is subject to certain other conditions, including, among others, (i) the accuracy of the representations and warranties of the other party (subject to certain exceptions) and (ii) material compliance of the other party with its covenants. 

 

The foregoing description of the Merger Agreement does not purport to be complete and is qualified in its entirety by reference to the Merger Agreement, which is incorporated by reference herein.

 

 

2



 

Cautionary Statement Regarding Forward-Looking Statements

 

Certain statements in this communication may constitute “forward-looking statements.” Actual results could differ materially from those projected or forecast in the forward-looking statements. The factors that could cause actual results to differ materially include the following: the possibility that the parties may be unable to achieve expected synergies and operating efficiencies in the merger within the expected time-frames or at all and to successfully integrate Concord’s operations into those of Computer Associates; such integration may be more difficult, time-consuming or costly than expected; revenues following the transaction may be lower than expected; operating costs, customer loss and business disruption (including, without limitation, difficulties in maintaining relationships with employees, customers, clients or suppliers) may be greater than expected following the transaction; the retention of certain key employees at Concord; the conditions to the completion of the transaction may not be satisfied, or the regulatory approvals required for the transaction may not be obtained on the terms expected or on the anticipated schedule; and the parties’ ability to meet expectations regarding the timing, completion and accounting and tax treatments of the merger; the Computer Associates deferred prosecution agreement with the United States Attorney’s Office of the Eastern District, including that Computer Associates could be charged with criminal offenses if it violates this agreement; the agreement that Computer Associates entered into with the Securities and Exchange Commission (“SEC”), including that Computer Associates may be subject to substantial civil penalties and fines if it violates this agreement; civil litigation arising out of the matters that are the subject of the Department of Justice and the Securities and Exchange Commission investigations, including shareholder derivative litigation; Computer Associates and Concord are subject to intense competition and increased competition is expected in the future; risks associated with the recent loss and ongoing replacement of key personnel; our products must remain compatible with, and our product development is dependent upon access to, changing operating environments; we have a significant amount of debt; our credit ratings have been downgraded and could be downgraded further; customers are still adapting to Computer Associates’ Business Model; the failure to protect our intellectual property rights may weaken our competitive position; certain software is licensed from third parties who require, among other things, the payment of royalties, which could affect the development and enhancement of our products; we may become dependent upon large transactions; the market for some or all of our key product areas may not grow; customer decisions are influenced by general economic conditions; third parties may claim that our products infringe their intellectual property rights; fluctuations in foreign currencies could result in transaction losses; acts of war and terrorism may adversely affect our business; the volatility of the international marketplace; and the other factors discussed in “Risk Factors” in the Computer Associates’ Annual Report or Form 10-K for the most recently ended fiscal year and Computer Associates' other filings with the SEC, which are available at http://www.sec.gov. Computer Associates assumes no obligation to update the information in this communication, except as otherwise required by law.  Readers are cautioned not to place undue reliance on these forward-looking statements that speak only as of the date hereof.

 

Additional Information and Where to Find It

 

This communication may be deemed to be solicitation material in respect of the proposed acquisition of Concord by Computer Associates. In connection with the proposed acquisition, Computer Associates and Concord intend to file relevant materials with the SEC, including Concord’s proxy statement on Schedule 14A. STOCKHOLDERS OF CONCORD ARE URGED TO READ ALL RELEVANT DOCUMENTS FILED WITH THE SEC, INCLUDING CONCORD’S PROXY STATEMENT, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. Investors and security holders will be able to obtain the documents free of charge at the SEC’s web site, http://www.sec.gov, and Concord stockholders will receive information at an appropriate time on how to obtain transaction-related documents for free from Concord. Such documents are not currently available.

 

3



 

Participants in Solicitation

 

Computer Associates and its directors and executive officers, and Concord and its directors and executive officers, may be deemed to be participants in the solicitation of proxies from the holders of Concord common stock in respect of the proposed transaction. Information about the directors and executive officers of Computer Associates is set forth in the proxy statement for Computer Associates’ 2004 Annual Meeting of Stockholders, which was filed with the SEC on July 29, 2004. Information about the directors and executive officers of Concord is set forth in the proxy statement for Concord’s 2005 Annual Meeting of Stockholders, which was filed with the SEC on March 31, 2005. Investors may obtain additional information regarding the interest of such participants by reading the proxy statement regarding the acquisition when it becomes available.

 

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