AUTOMATIC DATA PROCESSING INC — Regulatory Filings 2006

Aug 2, 2006

8-K 1 a5200643.htm AUTOMATIC DATA PROCESSING/NJ AUTOMATIC DATA PROCESSING/NJ Licensed to: Business Wire Document Created using EDGARizer HTML 3.0.4.0 Copyright 2006 EDGARfilings, Ltd., an IEC company. All rights reserved EDGARfilings.com

| UNITED
STATES SECURITIES
AND EXCHANGE COMMISSION Washington,
D.C. 20549 |
| --- |
| __ |
| FORM
8-K CURRENT
REPORT |
| Pursuant
to Section 13 or 15(d) of The Securities
Exchange Act of 1934 |
| Date
of Report (Date of earliest event reported): August
2, 2006 |
| AUTOMATIC
DATA PROCESSING, INC. |
| (Exact
name of registrant as specified in its
charter) |

Delaware	1-5397	22-1467904
(State
or other jurisdiction
of incorporation)	(Commission
File Number)	(IRS
Employer Identification No.)

| One
ADP Boulevard, Roseland, New Jersey | 07068 |
| --- | --- |
| (Address
of principal executive offices) | (Zip
Code) |

| Registrant’s
telephone number, including area code: (973)
974-5000 |
| --- |
| N/A |
| (Former
name or former address, if changed since last
report) |

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

| o Written
communications pursuant to Rule 425 under the Securities Act (17
CFR
230.425) |
| --- |
| o Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12) |
| o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b)) |
| o Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c)) |

Item 2.02. Results of Operations and Financial Condition.

On August 2, 2006 Automatic Data Processing, Inc., a Delaware company (“ADP” or the “Registrant”) issued a press release announcing the Registrant’s financial results for the fourth fiscal quarter ended June 30, 2006. A copy of the Registrant’s press release is attached hereto as Exhibit 99 and is hereby incorporated by reference.

Item 8.01. Other Events

On August 2, 2006, the Registrant announced that its Board of Directors had approved a plan to separate the Brokerage Services Group business, comprised of Brokerage Services and Securities Clearing and Outsourcing Services (collectively “BSG”), into an independent publicly traded company through a tax-free spin-off of 100% of BSG to the Registrant’s shareholders. In conjunction with the spin-off, the new BSG entity is expected to distribute approximately $500-$700 million to the Registrant in the form of a tax-free dividend. The spin-off is subject to required regulatory approvals and reviews. ADP expects to complete the separation before the end of fiscal 2007.

The proposed spin-off transaction is discussed in the press release attached hereto as Exhibit 99, which is hereby incorporated by reference.

Item 9.01. Financial Statements and Exhibits.

(c) Exhibit 99. Press Release dated August 2, 2006, issued by Automatic Data Processing, Inc.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: August 2, 2006

| AUTOMATIC
DATA PROCESSING, INC. |
| --- |
| By: James B. Benson |
| Name:
James B. Benson |
| Title:
Vice President |

Exhibit Index

| Exhibit
Number | Description |
| --- | --- |
| 99 | Press
Release dated August 2, 2006, issued by Automatic Data Processing,
Inc. |