Filed Pursuant to Rule 433
Registration Statement No. 333-224580
Pricing Term Sheet
 
CDK Global, Inc.
 
Pricing Term Sheet
 
This free writing prospectus relates to the offering by CDK Global, Inc. of $500.0 million aggregate principal amount of 5.875% Senior Notes due 2026 (the “Notes”) and should be read together with the preliminary prospectus supplement, dated June 4, 2018 (the “Preliminary Prospectus Supplement”), filed pursuant to Rule 424(b)(5) under the Securities Act of 1933, as amended, including the documents incorporated therein by reference, and the related base prospectus, dated May 1, 2018, forming a part of Registration Statement No. 333-224580.
 
Issuer:
CDK Global, Inc.
   
Security Description:
5.875% Senior Notes due 2026
   
Aggregate Principal Amount:
$500,000,000
   
Maturity:
June 15, 2026
   
Coupon:
5.875%
   
Issue Price:
100.000%, plus accrued interest, if any, from June 18, 2018
   
Yield to Maturity:
5.875%
   
Benchmark Treasury: UST 1.625% due May 15, 2026 
   
Interest Payment Dates:
June 15 and December 15, commencing December 15, 2018
   
Record Dates:
June 1 and December 1 of each year
   
Make-Whole Redemption:
Make-whole redemption at Treasury Rate + 50 basis points prior to June 15, 2021
 
Optional Redemption:
At any time or from time to time on or after June 15, 2021, the Issuer, at its option, may on any one or more occasions redeem the notes, in whole or in part, at the redemption prices (expressed as percentages of principal amount) set forth below, together with accrued and unpaid interest thereon, if any, to, but excluding, the redemption date, if redeemed during the 12-month period beginning June 15 of the years indicated:
 
 
Year
 
Optional
Redemption
Price
 
2021
 
102.938%
 
2022
 
101.958%
 
2023
 
100.979%
 
2024 and thereafter
 
100.000%
 

Change of Control Triggering Event:
Putable at 101% of principal plus accrued and unpaid  interest
   
Trade Date:
June 4, 2018
   
Settlement:
June 18, 2018 (T+10)
   
CUSIP:
12508EAG6
   
ISIN:
US12508EAG61
   
Minimum denomination
$2,000 and integral multiples of $1,000 in excess thereof
   
Joint Book-Running Managers:
J.P. Morgan Securities LLC
Merrill Lynch, Pierce, Fenner & Smith Incorporated
Morgan Stanley & Co. LLC
MUFG Securities Americas Inc.
U.S. Bancorp Investments, Inc.
Wells Fargo Securities, LLC
   
Senior Co-Managers:
BMO Capital Markets Corp.
BB&T Capital Markets, a division of BB&T Securities, LLC
Citigroup Global Markets Inc.
Citizens Capital Markets, Inc.
Lloyds Securities Inc.
   
Co-Managers:
Danske Markets Inc.
The Huntington Investment Company
Samuel A. Ramirez & Company, Inc.
 
If any information contained in this Pricing Term Sheet is inconsistent with information contained in the Preliminary Prospectus Supplement and the accompanying base prospectus, the terms of this Pricing Term Sheet shall govern. Capitalized terms used but not otherwise defined in this Pricing Term Sheet shall have the meanings assigned to them in the Preliminary Prospectus Supplement.
 
The Issuer has filed a registration statement (including a prospectus) with 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, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling J.P. Morgan toll-free at (866) 846-2874.
 
This information does not purport to be a complete description of these securities or the offering. Please refer to the Preliminary Prospectus Supplement and the accompanying base prospectus for a complete description.
 
This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities in any jurisdiction to any person to whom it is unlawful to make such offer or solicitation in such jurisdiction.
 
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