Document and Entity Information
Document and Entity Information (USD $) | |||
In Billions, except Share data | 12 Months Ended
Mar. 31, 2010 | May. 07, 2010
| Sep. 30, 2008
|
Document and Entity Information [Abstract] | |||
Entity Registrant Name | CA, INC. | ||
Entity Central Index Key | 0000356028 | ||
Document Type | 10-K | ||
Document Period End Date | 2010-03-31 | ||
Amendment Flag | false | ||
Document Fiscal Year Focus | 2,010 | ||
Document Fiscal Period Focus | FY | ||
Current Fiscal Year End Date | --03-31 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Public Float | 7.7 | ||
Entity Common Stock, Shares Outstanding | 513,864,140 |
Consolidated Statements of Oper
Consolidated Statements of Operations (USD $) | |||
In Millions, except Per Share data | 12 Months Ended
Mar. 31, 2010 | 12 Months Ended
Mar. 31, 2009 | 12 Months Ended
Mar. 31, 2008 |
REVENUE: | |||
Subscription and maintenance revenue | $3,887 | $3,772 | $3,762 |
Professional services | 292 | 358 | 383 |
Software fees and other | 174 | 141 | 132 |
TOTAL REVENUE | 4,353 | 4,271 | 4,277 |
EXPENSES: | |||
Costs of licensing and maintenance | 298 | 298 | 272 |
Cost of professional services | 261 | 307 | 368 |
Amortization of capitalized software costs | 140 | 125 | 117 |
Selling and marketing | 1,225 | 1,214 | 1,327 |
General and administrative | 479 | 464 | 530 |
Product development and enhancements | 476 | 486 | 526 |
Depreciation and amortization of other intangible assets | 161 | 149 | 156 |
Other expenses (gains), net | 14 | (1) | 6 |
Restructuring and other | 52 | 102 | 121 |
TOTAL EXPENSES BEFORE INTEREST AND INCOME TAXES | 3,106 | 3,144 | 3,423 |
Income before interest and income taxes | 1,247 | 1,127 | 854 |
Interest expense, net | 76 | 62 | 79 |
Income before income taxes | 1,171 | 1,065 | 775 |
Income tax expense | 400 | 394 | 296 |
NET INCOME | $771 | $671 | $479 |
BASIC INCOME PER COMMON SHARE | 1.48 | 1.29 | 0.92 |
Basic weighted average shares used in computation | 515 | 513 | 514 |
DILUTED INCOME PER COMMON SHARE | 1.47 | 1.29 | 0.92 |
Diluted weighted average shares used in computation | 533 | 537 | 515 |
Consolidated Balance Sheets
Consolidated Balance Sheets (USD $) | ||
In Millions | Mar. 31, 2010
| Mar. 31, 2009
|
CURRENT ASSETS | ||
Cash and cash equivalents | $2,583 | $2,712 |
Trade and installment accounts receivable, net | 931 | 839 |
Deferred income taxes - current | 360 | 513 |
Other current assets | 116 | 85 |
TOTAL CURRENT ASSETS | 3,990 | 4,149 |
Installment accounts receivable, due after one year, net | 46 | 128 |
Property and equipment, net | 452 | 442 |
Goodwill | 5,667 | 5,364 |
Capitalized software and other intangible assets, net | 1,150 | 725 |
Deferred income taxes - noncurrent | 355 | 268 |
Other noncurrent assets, net | 178 | 165 |
TOTAL ASSETS | 11,838 | 11,241 |
CURRENT LIABILITIES | ||
Current portion of long-term debt and loans payable | 15 | 621 |
Accounts payable | 81 | 120 |
Accrued salaries, wages, and commissions | 348 | 306 |
Accrued expenses and other current liabilities | 425 | 340 |
Deferred revenue (billed or collected) - current | 2,555 | 2,406 |
Taxes payable, other than income taxes payable | 82 | 85 |
Federal, state, and foreign income taxes payable | 31 | 84 |
Deferred income taxes - current | 51 | 40 |
TOTAL CURRENT LIABILITIES | 3,588 | 4,002 |
Long-term debt, net of current portion | 1,530 | 1,287 |
Federal, state, and foreign income taxes payable | 400 | 284 |
Deferred income taxes - noncurrent | 134 | 136 |
Deferred revenue (billed or collected) - noncurrent | 1,068 | 1,025 |
Other noncurrent liabilities | 135 | 145 |
TOTAL LIABILITIES | 6,855 | 6,879 |
STOCKHOLDERS' EQUITY | ||
Preferred stock, no par value, 10,000,000 shares authorized; No shares issued and outstanding | 0 | 0 |
Common stock, $0.10 par value, 1,100,000,000 shares authorized; 589,695,081 and 589,695,081 shares issued; 509,469,998 and 514,292,558 shares outstanding, respectively | 59 | 59 |
Additional paid-in capital | 3,657 | 3,686 |
Retained earnings | 3,361 | 2,673 |
Accumulated other comprehensive loss | (130) | (183) |
Treasury stock, at cost, 80,225,083 shares and 75,402,523 shares, respectively | (1,964) | (1,873) |
TOTAL STOCKHOLDERS' EQUITY | 4,983 | 4,362 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $11,838 | $11,241 |
1_Consolidated Balance Sheets
Consolidated Balance Sheets (Parenthetical) | ||
Mar. 31, 2010
| Mar. 31, 2009
| |
STOCKHOLDERS' EQUITY | ||
Preferred stock, no par value | 0 | 0 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | 0.1 | 0.1 |
Common stock, shares authorized | 1,100,000,000 | 1,100,000,000 |
Common stock, shares issued | 589,695,081 | 589,695,081 |
Common stock, shares outstanding | 509,469,998 | 514,292,558 |
Treasury stock, shares | 80,225,083 | 75,402,523 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders Equity (USD $) | ||||||
In Millions | Common Stock
| Additional Paid-In Capital
| Retained Earnings
| Accumulated Other Comprehensive Loss
| Treasury Stock
| Total
|
Beginning Balance at Mar. 31, 2007 | $59 | $3,676 | $1,677 | ($96) | ($1,600) | $3,716 |
Net income | 479 | 479 | ||||
Translation adjustment | (4) | (4) | ||||
Unrealized loss on marketable securities, net of taxes | (1) | (1) | ||||
Comprehensive income | 474 | |||||
Adoption of new accounting principle - FIN 48 | 11 | 11 | ||||
Stock-based compensation | 104 | 104 | ||||
Dividends declared - $0.16, $0.16, $0.16 per share for the year 2008, 2009, 2010 respectively | (82) | (82) | ||||
Exercise of common stock options, ESPP, and other items | (85) | 112 | 27 | |||
Treasury stock purchased | (500) | (500) | ||||
Ending Balance at Mar. 31, 2008 | 59 | 3,695 | 2,085 | (101) | (1,988) | 3,750 |
Net income | 671 | 671 | ||||
Translation adjustment | (77) | (77) | ||||
Unrealized gain (loss) on derivatives, net of $3 million in taxes for 2009 and $1 in taxes for 2010 | (5) | (5) | ||||
Comprehensive income | 589 | |||||
Stock-based compensation | 92 | 92 | ||||
Dividends declared - $0.16, $0.16, $0.16 per share for the year 2008, 2009, 2010 respectively | (83) | (83) | ||||
Exercise of common stock options, ESPP, and other items | (101) | 119 | 18 | |||
Treasury stock purchased | (4) | (4) | ||||
Ending Balance at Mar. 31, 2009 | 59 | 3,686 | 2,673 | (183) | (1,873) | 4,362 |
Net income | 771 | 771 | ||||
Translation adjustment | 51 | 51 | ||||
Unrealized gain (loss) on derivatives, net of $3 million in taxes for 2009 and $1 in taxes for 2010 | 2 | 2 | ||||
Comprehensive income | 824 | |||||
Stock-based compensation | 102 | 102 | ||||
Dividends declared - $0.16, $0.16, $0.16 per share for the year 2008, 2009, 2010 respectively | (83) | (83) | ||||
Exercise of common stock options, ESPP, and other items | (131) | 136 | 5 | |||
Treasury stock purchased | (227) | (227) | ||||
Ending Balance at Mar. 31, 2010 | $59 | $3,657 | $3,361 | ($130) | ($1,964) | $4,983 |
2_Consolidated Statements of St
Consolidated Statements of Stockholders Equity (Parenthetical) (USD $) | |||
In Millions, except Per Share data | 12 Months Ended
Mar. 31, 2010 | 12 Months Ended
Mar. 31, 2009 | 12 Months Ended
Mar. 31, 2008 |
Tax effect on unrealized loss on derivatives | $1 | $3 | |
Dividends declared, per share | 0.16 | 0.16 | 0.16 |
Retained Earnings | |||
Dividends declared, per share | 0.16 | 0.16 | 0.16 |
Accumulated Other Comprehensive Loss | |||
Tax effect on unrealized loss on derivatives | $1 | $3 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (USD $) | |||
In Millions | 12 Months Ended
Mar. 31, 2010 | 12 Months Ended
Mar. 31, 2009 | 12 Months Ended
Mar. 31, 2008 |
OPERATING ACTIVITIES: | |||
Net income | $771 | $671 | $479 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 301 | 274 | 273 |
Provision for deferred income taxes | 68 | (56) | (16) |
Provision for bad debts | 6 | 15 | 23 |
Share based compensation expense | 102 | 92 | 104 |
Amortization of discount on convertible debt | 29 | 37 | 33 |
Asset impairments and other non-cash charges | 13 | 2 | 18 |
Foreign currency transaction (gains) losses - before taxes | (10) | 67 | (28) |
Changes in other operating assets and liabilities, net of effect of acquisitions: | |||
Decrease in trade and current installment accounts receivable, net | 9 | 199 | 111 |
Increase (decrease) in deferred revenue | 94 | (49) | 258 |
(Decrease) increase in taxes payable, net | (16) | 35 | (82) |
Decrease in accounts payable, accrued expenses and other | (21) | (75) | (77) |
Increase (decrease) in accrued salaries, wages, and commissions | 25 | (29) | 26 |
(Decrease) increase in restructuring liabilities | (12) | (13) | 12 |
Changes in other operating assets and liabilities | 1 | 42 | (31) |
NET CASH PROVIDED BY OPERATING ACTIVITIES | 1,360 | 1,212 | 1,103 |
INVESTING ACTIVITIES: | |||
Acquisitions, primarily businesses, net of cash acquired, and purchased software | (617) | (76) | (27) |
Purchases of property and equipment | (79) | (83) | (117) |
Proceeds from sale and divestiture of assets | 6 | 19 | |
Proceeds from sale-lease back transactions | 27 | ||
Capitalized software development costs | (188) | (129) | (112) |
Other investing activities | (4) | (2) | (9) |
NET CASH USED IN INVESTING ACTIVITIES | (888) | (284) | (219) |
FINANCING ACTIVITIES: | |||
Dividends paid | (83) | (83) | (82) |
Purchases of common stock | (227) | (4) | (500) |
Debt borrowings | 744 | 1 | 750 |
Debt repayments | (1,205) | (680) | (759) |
Debt issuance costs | (6) | (3) | |
Proceeds from call spread option | 61 | ||
Exercise of common stock options and other | 11 | 7 | 22 |
NET CASH USED IN FINANCING ACTIVITIES | (705) | (759) | (572) |
(DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS BEFORE EFFECT OF EXCHANGE RATE CHANGES ON CASH | (233) | 169 | 312 |
Effect of exchange rate changes on cash | 104 | (252) | 208 |
(DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS | (129) | (83) | 520 |
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD | 2,712 | 2,795 | 2,275 |
CASH AND CASH EQUIVALENTS AT END OF PERIOD | $2,583 | $2,712 | $2,795 |
Significant Accounting Policies
Significant Accounting Policies | |
12 Months Ended
Mar. 31, 2010 | |
Significant Accounting Policies [Abstract] | |
Significant Accounting Policies | Note1 Significant Accounting Policies (a)Description of Business: CA, Inc. and subsidiaries (the Company) develops, markets, delivers and licenses software products and services. (b)Presentation of Financial Statements: The accompanying audited consolidated financial statements of the Company have been prepared in accordance with U.S.generally accepted accounting principles (GAAP), as defined in the Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) Topic 205. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Although these estimates are based on managements knowledge of current events and actions it may undertake in the future, these estimates may ultimately differ from actual results. Significant items subject to such estimates and assumptions include the useful lives of long-lived assets; allowances for doubtful accounts; the valuation of derivatives, deferred tax assets, fixed assets; share-based compensation; reserves for employee benefit obligations; sales commissions; income tax uncertainties; and other contingencies. The current economic environment has increased the degree of uncertainty inherent in those estimates and assumptions. Certain prior year balances have been reclassified to conform to the current periods presentation. (c)Principles of Consolidation: The Consolidated Financial Statements include the accounts of the Company and its majority-owned and controlled subsidiaries. Investments in affiliates owned 50% or less are accounted for by the equity method. Intercompany balances and transactions have been eliminated in consolidation. Companies acquired during each reporting period are reflected in the results of the Company effective from their respective dates of acquisition through the end of the reporting period (for further information, refer to Note2, Acquisitions). (d)Adoption of new accounting principles: Effective September15, 2009, the Company adopted the requirements of FASB ASC Topic 105 (previously Statement of Financial Accounting Standards (SFAS) No.168, FASB Accounting Standards Codification and the Hierarchy of Generally Accepted Accounting Principles). FASB ASC Topic 105 is effective for financial statements issued for interim and annual periods ending after September15, 2009 and establishes the ASC as the source of authoritative GAAP, except for rules and interpretive releases of the Securities and Exchange Commission (SEC), which are sources of authoritative GAAP for SEC registrants. The adoption of the ASC was not intended to change or alter existing GAAP and therefore did not have any effect on the Companys consolidated financial statements. References to the relevant ASC section and the corresponding previously existing GAAP standard have been provided for accounting standards adopted in fiscal year 2010 but prior to the effective date of the ASC. Effective April1, 2009, the Company adopted the fair value measurement and disclosure requirements of FASB ASC Topic 820 (previously SFASNo. |
Acquisitions
Acquisitions | |
12 Months Ended
Mar. 31, 2010 | |
Acquisitions [Abstract] | |
Acquisitions | Note2 Acquisitions Acquisitions of businesses are accounted for as purchases and, accordingly, their results of operations have been included in the Companys consolidated financial statements since the dates of the acquisitions. The purchase price for the Companys acquisitions is allocated to the assets acquired and liabilities assumed from the acquired entity. During fiscal year 2010, the Company acquired the following: Nimsoft AS (Nimsoft) On March17, 2010, the Company acquired 100% of the voting equity interests of Nimsoft, a privately held provider of IT performance and availability monitoring solutions for emerging enterprises and managed service providers. The acquisition of Nimsoft significantly extends the Companys ability to meet the unique IT management needs of emerging enterprises and managed service providers, both of which are playing leading roles in the growth of cloud computing. The total purchase price of the acquisition was approximately $353million. 3Tera, Inc. (3Tera) On March25, 2010, the Company acquired 100% of the voting equity interests of 3Tera, a privately held provider of IT performance and availability monitoring solutions for emerging enterprises and managed software providers. The acquisition of 3Tera helps the Company expand its leading portfolio of technology management solutions to uniquely support customers as they seek to gain maximum business benefits from emerging cloud computing models. The total purchase price of the acquisition was approximately $100million. Oblicore, Inc. (Oblicore) On January8, 2010, the Company acquired 100% of the voting equity interests of Oblicore, a privately held provider of service levelmanagement software for enterprises and service providers. Oblicore supports and strengthens the Companys ability to set, measure, and optimize service levels to meet business expectations across enterprise and cloud environments. Oblicores solutions also extend the Companys capabilities in cloud vendor management and assurance of cloud service quality. The total purchase price of the acquisition was approximately $20million. NetQoS, Inc. (NetQoS) On November19, 2009, the Company acquired 100% of the voting equity interests of NetQoS, a provider of network performance management and service delivery solutions. NetQoS solutions will extend the Companys capabilities in the areas of application performance management and network and system management. The total purchase price of the acquisition was approximately $200million. Cassatt Corporation (Cassatt) On June2, 2009, the Company acquired the data center automation and policy-based optimization assets of Cassatt. Cassatt was a provider of innovative cloud computing software. The Companys purchase price for the Cassatt assets is immaterial. Transaction costs for these acquisitions were immaterial. The allocation of purchase price to acquired identifiable assets, including intangible assets, is preliminary for Nimsoft, 3Tera and Oblicore because the Company has not completed its determination of the fair value of the intangible assets acquired and the historical |
Restructuring and Other
Restructuring and Other | |
12 Months Ended
Mar. 31, 2010 | |
Restructuring and Other [Abstract] | |
Restructuring and Other | Note3 Restructuring and Other Restructuring Fiscal 2010 restructuring plan: The Fiscal 2010 restructuring plan (Fiscal 2010 Plan) was approved on March31, 2010. The Fiscal 2010 Plan is composed of a workforce reduction of approximately 1,000 positions and global facilities consolidations. These actions are intended to better align the Companys cost structure with the skills and resources required to more effectively pursue opportunities in the marketplace and execute the Companys long-term growth strategy. Actions under the Fiscal 2010 Plan are expected to be substantially completed by the end of the second quarter of fiscal year 2011. Accrued restructuring costs and changes in the accruals for fiscal year 2010 associated with the Fiscal 2010 Plan were as follows: FACILITIES (IN MILLIONS) SEVERANCE ABANDONMENT Accrued balance as of March31, 2009 $ $ Additions 48 2 Payments (2 ) Accrued balance as of March31, 2010 $ 46 $ 2 The liability balance for the severance portion of the remaining reserve is included in the Accrued salaries, wages and commissions line item on the Consolidated Balance Sheet. The liability for the facilities abandonment portion of the remaining reserve is included in the Accrued expenses and other current liabilities and Other noncurrent liabilities line items on the Consolidated Balance Sheet. The costs are included in the Restructuring and other line item on the Consolidated Statements of Operations for the fiscal year ended March31, 2010. Fiscal 2007 restructuring plan: In August 2006, the Company announced the Fiscal 2007 restructuring plan (Fiscal 2007 Plan) to significantly improve the Companys expense structure and increase its competitiveness. The Fiscal 2007 Plans objectives included a workforce reduction, global facilities consolidations and other cost reduction initiatives. The Company has recognized substantially all of the costs associated with the Fiscal 2007 Plan. The reduction in workforce included approximately 3,100 individuals under the Fiscal 2007 Plan. Most of these actions have been completed; however, final payments of the severance amounts are dependent upon settlement with the works councils in certain international locations. The Company has also recognized substantially all of the facilities abandonment costs associated with the Fiscal 2007 Plan. Accrued restructuring costs and changes in the accruals for fiscal years 2010 and 2009 associated with the Fiscal 2007 Plan were as follows: FACILITIES (IN MILLIONS) SEVERANCE ABANDONMENT Accrued balance as of March31, 2008 $ 93 $ 27 Additions 28 68 Payments (76 ) (24 ) Accrued balance as of March31, 2009 45 71 Payments (33 ) (19 ) Reductions (4 ) Accretion and other 8 |
Derivatives and Fair Value Meas
Derivatives and Fair Value Measurement | |
12 Months Ended
Mar. 31, 2010 | |
Derivatives and Fair Value Measurements [Abstract] | |
Derivatives and Fair Value Measurement | Note4 Derivatives and Fair Value Measurement The Company is exposed to financial market risks arising from changes in interest rates and foreign exchange rates. Changes in interest rates could affect the Companys monetary assets and liabilities, and foreign exchange rate changes could affect the Companys foreign currency denominated monetary assets and liabilities and forecasted transactions. The Company enters into derivative contracts with the intent of mitigating a portion of these risks. Interest rate swaps: During fiscal year 2010, the Company entered into three interest rate swaps transactions to swap a total of $300million of its 6.125%Senior Notes due December 2014 into floating interest rate debt through December1, 2014. These swaps were designated as fair value hedges and are being accounted for in accordance with the shortcut method of FASB ASC Topic 815 (previously SFASNo.133). As of March31, 2010, the fair value of these derivatives was $1million and is included in Other current assets in the Companys Consolidated Balance Sheet. During fiscal year 2009, the Company entered into interest rate swaps with a total notional value of $250million to hedge a portion of its variable interest rate payments. These derivatives are designated as cash flow hedges. The effective portion of these cash flow hedges are recorded as Accumulated other comprehensive loss in the Companys Consolidated Balance Sheets and are reclassified into Interest expense, net, in the Companys Consolidated Statements of Operations in the same period during which the hedged transaction affects earnings. Any ineffective portion of the cash flow hedges would be recorded immediately to Interest expense, net however, no ineffectiveness existed in the fiscal years ended March31, 2010 and 2009. At March31, 2010 and 2009, approximately $4million and $7million, respectively, of the Companys interest rate derivatives are included in Accrued expenses and other current liabilities on the Companys Consolidated Balance Sheets. Foreign currency contracts: The Company enters into foreign currency option and forward contracts to manage foreign currency risks. The Company has not designated its foreign exchange derivatives as hedges. Accordingly, changes in fair value from these contracts are recorded as Other expenses (gains), net in the Companys Consolidated Statements of Operations. As of March31, 2010, foreign currency contracts outstanding consisted of contracts with a total notional value of approximately $113million and a tenure of less than two months. The fair value of these contracts was less than $1million and is included in Other current assets in the Companys Consolidated Balance Sheet. As of March31, 2009, there were no foreign currency contracts outstanding. A summary of the effect of the interest rate and foreign exchange derivatives on the Companys Consolidated Statements of Operations is as follows: AMOUNT OF NET (GAIN)/LOSS RECOGNIZED IN INCOME ON DERIVATIVES LOCATION OF AMOUNTS RECOGNIZED YEAR ENDED YEAR ENDED IN INCOME ON DERIVATIVES MARCH31, |
Segment and Geographic Informat
Segment and Geographic Information | |
12 Months Ended
Mar. 31, 2010 | |
Segment and Geographic Information [Abstract] | |
Segment and Geographic Information | Note5 Segment and Geographic Information The Companys chief operating decision makers review financial information presented on a consolidated basis, accompanied by disaggregated information about revenue by geographic region, for purposes of assessing financial performance and making operating decisions. Accordingly, the Company considers itself to operate in a single segment. The Company does not manage its business by solution or focus area (i.e. product) and therefore does not maintain financial statements on such a basis. In addition to its United States operations, the Company operates through branches and wholly-owned subsidiaries in 46foreign countries located in North America (4), Africa (1), South America (7), Asia/Pacific (14)and Europe (20). Revenue is allocated to a geographic area based on the location of the sale, which is generally the customers country of domicile. The following table presents information about the Company by geographic area for the fiscal years ended March31, 2010, 2009 and 2008: UNITED (IN MILLIONS) STATES EUROPE OTHER ELIMINATIONS TOTAL Year Ended March31, 2010 Revenue To unaffiliated customers $ 2,414 $ 1,204 $ 735 $ $ 4,353 Between geographic areas(1) 528 (528 ) Total revenue 2,942 1,204 735 (528 ) 4,353 Property and equipment, net 239 127 86 452 Total assets 9,109 1,831 898 11,838 Total liabilities 5,146 1,095 614 6,855 Year Ended March31, 2009 Revenue To unaffiliated customers $ 2,291 $ 1,265 $ 715 $ $ 4,271 Between geographic areas(1) 522 (522 ) Total revenue 2,813 1,265 715 (522 ) 4,271 Property and equipment, net 254 129 59 442 Total assets 8,824 1,726 691 11,241 Total liabilities 5,298 1,038 543 6,879 Year Ended March31, 2008 Revenue To unaffiliated customers $ 2,217 $ 1,299 $ 761 $ $ 4,277 |
Trade and Installment Accounts
Trade and Installment Accounts Receivable | |
12 Months Ended
Mar. 31, 2010 | |
Trade and Installment Accounts Receivable [Abstract] | |
Trade and Installment Accounts Receivable | Note6 Trade and Installment Accounts Receivable The Company uses installment license agreements as a standard business practice and has a history of successfully collecting substantially all amounts due under the original payment terms without making concessions on payments, software products, maintenance, or professional services. Trade and installment accounts receivable, net represent amounts due from the Companys customers. These accounts receivable balances are presented net of allowance for doubtful accounts and unamortized discounts. Unamortized discounts reflect imputed interest for the time value of money for license agreements signed prior to October 2000 (prior business model). These balances include revenue recognized in advance of customer billings but do not include unbilled contractual commitments executed under license agreements implemented since October 2000. The components of trade and installment accounts receivable, net are as follows: MARCH31, MARCH31, (IN MILLIONS) 2010 2009 Current: Accounts receivable billed $ 768 $ 658 Accounts receivable unbilled 72 71 Other receivables 26 34 Unbilled amounts due within the next 12months prior business model 93 108 Less: Allowance for doubtful accounts (24 ) (25 ) Less: Unamortized discounts (4 ) (7 ) Trade and installment accounts receivable, net $ 931 $ 839 Noncurrent: Unbilled amounts due beyond the next 12months prior business model $ 46 $ 132 Less: Allowance for doubtful accounts Less: Unamortized discounts(1) (4 ) Installment accounts receivable, due after one year, net $ 46 $ 128 (1) Less than $1million |
Long-Lived Assets
Long-Lived Assets | |
12 Months Ended
Mar. 31, 2010 | |
Long-Lived Assets [Abstract] | |
Long-Lived Assets | Note7 Long-Lived Assets Property and equipment: A summary of property and equipment is as follows: MARCH31, (IN MILLIONS) 2010 2009 Land and buildings $ 208 $ 199 Equipment, software developed for internal use, furniture, and leasehold improvements 874 833 1,082 1,032 Accumulated depreciation and amortization (630 ) (590 ) Property and equipment, net $ 452 $ 442 Depreciation expense for the fiscal years ended March31, 2010, 2009 and 2008 was approximately $105million, $96million and $91million, respectively. Capitalized Development Costs: Software development costs of approximately $188million, $129million and $112million were capitalized during fiscal years 2010, 2009 and 2008, respectively. The Company recorded amortization of approximately $85million, $68million and $57million for the fiscal years ended March31, 2010, 2009 and 2008, respectively, which was included in the Amortization of capitalized software costs line item in the Consolidated Statements of Operations. Other intangible assets: During fiscal years 2010 and 2009, the Company did not record impairment charges relating to certain identifiable intangible assets that were acquired in conjunction with prior year acquisitions and not subject to amortization. During fiscal year 2008, the Company recorded impairment charges of less than $1million relating to certain identifiable intangible assets that were acquired in conjunction with prior year acquisitions and not subject to amortization. These impairment charges were reported in the Restructuring and other line item in the Consolidated Statements of Operations. The Company recorded amortization of other identified intangible assets of approximately $56million, $53million and $66million in fiscal years 2010, 2009 and 2008, respectively. The net carrying value of other identified intangible assets as of March31, 2010 and 2009 was approximately $247million and $237million, respectively. The gross carrying amounts and accumulated amortization for identified intangible assets at March31, 2010 was approximately $7,033million and $5,883million, respectively. These amounts include fully amortized intangible assets of approximately $5,146million, which is composed of purchased software of approximately $4,603million, internally developed software of approximately $423million and other identified intangible assets subject to amortization of approximately $120million. The remaining gross carrying amounts and accumulated amortization for identified intangible assets that are not fully amortized are as follows: AS OF MARCH31, 2010 GROSS AMORTIZABLE ACCUMULATED NET (IN MILLIONS) ASSETS AMORTIZATION ASSETS Purchased software products $ 641 $ (171 ) $ |
Debt
Debt | |
12 Months Ended
Mar. 31, 2010 | |
Debt [Abstract] | |
Debt | Note8 Debt Credit Facilities As of March31, 2010 and 2009, the Companys committed bank credit facilities consisted of a $1billion, unsecured bank revolving credit facility. AS OF MARCH31, 2010 2009 MAXIMUM OUTSTANDING MAXIMUM OUTSTANDING (IN MILLIONS) AVAILABLE BALANCE AVAILABLE BALANCE 2008 Revolving Credit Facility (expires August 2012) $ 1,000 $ 250 $ 1,000 $ 750 2008 Revolving Credit Facility In August 2007, the Company entered into an unsecured revolving credit facility (the 2008 Revolving Credit Facility). The maximum committed amount available under the 2008 Revolving Credit Facility is $1billion, exclusive of incremental credit increases of up to an additional $500million, which are available subject to certain conditions and the agreement of its lenders. Total interest expense relating to borrowings under the 2008 Revolving Credit Facility for fiscal years 2010, 2009 and 2008 was approximately $5million, $24million and $44million, respectively. Borrowings under the 2008 Revolving Credit Facility bear interest at a rate dependent on the Companys credit ratings at the time of such borrowings and are calculated according to a base rate or a Eurocurrency rate, as the case may be, plus an applicable margin and utilization fee. The applicable margin for a base rate borrowing is 0.0% and, depending on the Companys credit rating, the applicable margin for a Eurocurrency borrowing ranges from 0.27% to 0.875%. Also, depending on the Companys credit rating at the time of the borrowing, the utilization fee can range from 0.10% to 0.25% for borrowings over 50% of the total commitment. At the Companys credit ratings as of March31, 2010, the applicable margin was 0% for a base rate borrowing and 0.350% for a Eurocurrency borrowing, and the utilization fee was 0.1%. As of March31, 2010, the weighted average interest rate on the Companys outstanding borrowings was 3.18%. Based on the Companys credit ratings as of March31, 2009, the applicable margin was 0% for a base rate borrowing and 0.425% for a Eurocurrency borrowing, and the utilization fee was 0.1%. As of March31, 2009, the weighted average interest rate on the Companys outstanding borrowings was 2.72%. In addition, the Company must pay facility commitment fees quarterly at rates dependent on its credit ratings. The facility commitment fees can range from 0.080% to 0.375% of the final allocated amount of each Lenders full revolving credit commitment (without taking into account any outstanding borrowings under such commitments). Based on the Companys credit ratings as of March31, 2010 and 2009, the facility commitment fee was 0.100% and 0.125%, respectively, of the $1billion committed amount. The 2008 Revolving Credit Facility contains financial and non-financial covenants and negative covenants. The financial covenants include: (i)for the 12months ending each quarter-end, the ratio of consolidated debt for borrowed money to consolidated cash f |
Commitments and Contingencies
Commitments and Contingencies | |
12 Months Ended
Mar. 31, 2010 | |
Commitments and Contingencies [Abstract] | |
Commitments and Contingencies | Note9 Commitments and Contingencies The Company leases real estate and certain data processing and other equipment with lease terms expiring through fiscal year 2023. The leases are operating leases and provide for renewal options and additional rentals based on escalations in operating expenses and real estate taxes. The Company has no material capital leases. Rental expense under operating leases for facilities and equipment was approximately $163million, $161million and $203million for the fiscal years ended March31, 2010, 2009 and 2008, respectively. Rental expense for the fiscal years ended March31, 2010, 2009 and 2008 included sublease income of approximately $18million, $22million and $35million, respectively. Future minimum lease payments under non-cancelable operating leases as of March31, 2010, were as follows: FISCAL YEAR (IN MILLIONS) 2011 $ 110 2012 88 2013 72 2014 61 2015 54 Thereafter 204 Total 589 Less income from sublease (25 ) Net minimum operating lease payments $ 564 In addition to the minimum lease payment obligations noted above and debt obligations discussed in more detail in Note8, Debt, the Company has additional commitments to purchase goods and services of approximately $239million in future periods, approximately $227million of which expires by fiscal year 2015. Prior to fiscal year 2001, the Company sold individual accounts receivable under the prior business model to a third party subject to certain recourse provisions. The outstanding principal balance of these receivables subject to recourse approximated $21million and $38million as of March31, 2010 and 2009, respectively. Stockholder Derivative Litigation Background In June and July 2004, three purported derivative actions were filed in the Federal Court by Ranger Governance, Ltd. (Ranger), Bert Vladimir and Irving Rosenzweig against certain current or former employees and/or directors of the Company. In November 2004, the Federal Court issued an order consolidating the three actions into Computer Associates International, Inc., Derivative Litigation, No.04 Civ. 2697 (E.D.N.Y.) (the Derivative Action). The derivative plaintiffs filed a consolidated amended complaint (the Consolidated Complaint) on January7, 2005. The Consolidated Complaint names as defendants Charles Wang, Sanjay Kumar, Ira Zar, Charles McWade, Peter Schwartz, William de Vogel, Richard Grasso, Roel Pieper, Russell Artzt, Alfonse DAmato, Lewis Ranieri, Stephen Richards, Steven Woghin, David Kaplan, David Rivard, Lloyd Silverstein, Michael A. McElroy, Gary Fernandes, Robert E. LaBlanc, Jay W. Lorsch, Kenneth Cron, Walter P. Schuetze, KPMG LLP, and Ernst Young LLP. The Company is named as a nominal defendant. The Consolidated Complaint seeks from one or more of the defendants (1)contribution towards the consideration the Company had previously agreed to provide then current and former stockholders in settlement of certain class action litigation co |
Income Taxes
Income Taxes | |
12 Months Ended
Mar. 31, 2010 | |
Income Taxes [Abstract] | |
Income Taxes | Note10 Income Taxes The amounts of income (loss) before taxes attributable to domestic and foreign operations are as follows: YEAR ENDED MARCH31, (IN MILLIONS) 2010 2009 2008 Domestic $ 717 $ 648 $ 558 Foreign 454 417 217 $ 1,171 $ 1,065 $ 775 Income tax expense (benefit) consists of the following: YEAR ENDED MARCH31, (IN MILLIONS) 2010 2009 2008 Current: Federal $ 204 $ 317 $ 203 State 15 14 2 Foreign 113 119 107 332 450 312 Deferred: Federal 28 (89 ) 8 State 13 (11 ) (7 ) Foreign 27 44 (17 ) 68 (56 ) (16 ) Total: Federal 232 228 211 State 28 3 (5 ) Foreign 140 163 90 $ 400 $ 394 $ 296 The tax expense is reconciled to the tax expense computed at the federal statutory tax rate as follows: YEAR ENDED MARCH31, (IN MILLIONS) 2010 2009 2008 Tax expense at U.S. federal statutory tax rate $ 410 $ 373 $ 272 Increase in tax expense resulting from: Effect of international operations (55 ) (11 ) (24 ) Corporate tax rate changes 8 8 26 State taxes, net of federal tax benefit 7 1 2 Valuation allowance 5 7 (11 ) Other, net 25 16 31 Tax expense $ 400 $ 394 $ 296 Deferred income taxes reflect the effect of temporary differences between the carrying amounts of assets and liabilities recognized for financial reporting purposes and the amounts recognized for tax purposes. The tax effects of the temporary differences are as follows: MARCH31, (IN MILLIONS) 2010 2009 Deferred tax assets: Modified accrual basis accounting $ 461 $ 445 Share-based compensation 76 84 Accrued expenses 76 73 Net operating losses 153 |
Stock Plans
Stock Plans | |
12 Months Ended
Mar. 31, 2010 | |
Stock Plans [Abstract] | |
Stock Plans | Note11 Stock Plans Share-based incentive awards are provided to employees under the terms of the Companys equity incentive compensation plans (the Plans). The Plans are administered by the Compensation and Human Resources Committee of the Board of Directors (the Committee). Awards under the Plans may include at-the-money stock options, premium-priced stock options, restricted stock (RSAs), restricted stock units (RSUs), performance share units (PSUs) or any combination thereof. The non-employee members of the Companys Board of Directors receive deferred stock units under separate director compensation plans. The Company typically settles awards under employee and non-employee director compensation plans with stock held in treasury. All Plans, with the exception of acquired companies stock plans, have been approved by the Companys shareholders. Currently, the Company grants annual performance cash incentive bonuses, long-term performance bonuses, both qualified and non-statutory stock options, RSAs, RSUs and other equity-based awards under the 2007 Incentive Plan and long-term performance bonuses under the 2002 Incentive Plan, as amended and restated. These plans are collectively referred to in the following discussion as the Incentive Plans. Under the Incentive Plans the awards can be granted to select employees and consultants up to approximately 45million and 30million shares of common stock under the Companys 2002 and 2007 Incentive Plans, respectively. Under the 2007 Incentive Plan no more than 10million incentive stock options may be granted. The Plans will continue until the earlier of (i)termination by the Board or (ii)the date on which all of the shares available for issuance under the plan have been issued and restrictions on issued shares have lapsed. Equity vesting periods are generally two to three years for all of the Plans. Generally, options expire 10years from the date of grant unless otherwise terminated. Deferred shares for director fees to the non-employee directors are granted under the 2003 Compensation Plan for Non-Employee Directors, as amended. In the fiscal year ended March 31, 2010, the tax benefit from share-based incentive awards provided to employees that was recorded for book purposes exceeded that which was currently deductible for tax purposes by $23million. The tax effect of this temporary difference in tax expense was recorded to additional paid in capital on the Consolidated Balance Sheet and did not impact the Companys income statement. Share-Based Compensation The Company recognized share-based compensation in the following line items in the Consolidated Statements of Operations for the periods indicated: YEAR ENDED MARCH31, (IN MILLIONS) 2010 2009 2008 Cost of licensing and maintenance $ 3 $ 3 $ 3 Cost of professional services 2 4 4 Selling and marketing 34 30 30 General and administrative 41 30 40 Product development and enhancements 22 |
Profit-Sharing Plan
Profit-Sharing Plan | |
12 Months Ended
Mar. 31, 2010 | |
Profit-Sharing Plan [Abstract] | |
Profit-Sharing Plan | Note12 Profit-Sharing Plan The Company maintains a defined contribution plan, the CA, Inc. Savings Harvest Plan (CASH Plan), for the benefit of the U.S.employees. The CASH Plan is intended to be a tax qualified plan under Section401(a) of the Code, and contains a qualified cash or deferred arrangement as described under Section401(k) of the Code. Pursuant to the CASH Plan, eligible participants may elect to contribute a percentage of their base compensation. The Company may make matching contributions under the CASH Plan. The matching contributions to the CASH Plan totaled approximately $14million each of the fiscal years ended March31, 2010, 2009 and 2008. In addition, the Company may make discretionary contributions of Company common stock to the CASH Plan. Charges for the discretionary contributions to the CASH Plan totaled approximately $25million, $24million and $18million for the fiscal years ended March31, 2010, 2009 and 2008, respectively. |
Rights Plan
Rights Plan | |
12 Months Ended
Mar. 31, 2010 | |
Rights Plan [Abstract] | |
Rights Plan | Note13 Rights Plan Each outstanding share of the Companys common stock carries a right (Right) issued under the Companys Stockholder Protection Rights Agreement, dated November5, 2009 (the Rights Agreement). The Rights will trade with the common stock until the Separation Time, which would occur on the next business day after: (i)the Companys announcement that a person or group (an Acquiring Person) has become the beneficial owner of 20% or more of the Companys outstanding common stock (other than Walter Haefner and his affiliates and associates, who are grandfathered under this provision so long as their aggregate ownership of common stock does not exceed the sum of 126,562,500shares of common stock and that number of shares equal to 0.1% of the then outstanding shares of common stock); (ii)the date on which any Acquiring Person becomes the beneficial owner of more than 50% of the outstanding shares of common stock; or (iii)the tenth business day after the commencement of a tender offer or exchange offer (or such later date as the Board may from time to time determine prior to the Separation Time) that would result in an Acquiring Person owning 20% or more of the Companys outstanding common stock. Following the Separation Time, each Right may be exercised to purchase 0.001shares of the Companys participating preferred stock at a purchase price of $100 per share. If the Separation Time occurs pursuant to an event described in (i)or (ii)above, however, each right, other than rights held by an acquiring person, will entitle the holder to receive, for an exercise price of $100, that number of shares of the Companys common stock (or, in certain circumstances, cash, property or other securities) having an aggregate Market Price (as determined under the Rights Agreement) equal to two times the exercise price. The Rights will not be triggered by a Qualifying Offer, as defined in the Rights Agreement, if holders of at least 10percent of the outstanding shares of the Companys common stock request pursuant to the terms of the Rights Agreement that a special meeting of stockholders be convened for the purpose of exempting such offer from the Rights Agreement, and thereafter the stockholders vote at such meeting to exempt such Qualifying Offer from the Rights Agreement. The Rights, which are redeemable by the Company at $0.001 per Right, expire November30, 2012. The foregoing summary is qualified by reference to the Rights Agreement previously filed as an exhibit to the Current Report on Form8-K filed with the Securities and Exchange Commission on November5, 2009. |
Valuation and Qualifying Accoun
Valuation and Qualifying Accounts | |
12 Months Ended
Mar. 31, 2010 | |
Valuation and Qualifying Accounts [Abstract] | |
Valuation and Qualifying Accounts | Schedule Of Valuation And Qualifying Accounts Disclosure ScheduleII CA, INC. AND SUBSIDIARIES VALUATION AND QUALIFYING ACCOUNTS ADDITIONS/ (DEDUCTIONS) CHARGED/ BALANCE AT (CREDITED) TO BALANCE BEGINNING COSTS AND AT END DESCRIPTION OF PERIOD EXPENSES DEDUCTIONS(1) OF PERIOD Allowance for doubtful accounts (In millions) Year ended March31, 2010 $ 25 $ 6 $ (7 ) $ 24 Year ended March31, 2009 $ 31 $ 9 $ (15 ) $ 25 Year ended March31, 2008 $ 37 $ 22 $ (28 ) $ 31 (1) Write-offs of amounts against allowance provided. |