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| 8-K - FORM 8-K - AUTOMATIC DATA PROCESSING INC | form8k.htm |
FOR
IMMEDIATE RELEASE
ADP
TO ACQUIRE COBALT, LEADING PROVIDER OF
DIGITAL
MARKETING SOLUTIONS FOR THE AUTOMOTIVE INDUSTRY
ROSELAND,
New Jersey, July 9, 2010 - Automatic Data Processing, Inc. (Nasdaq: ADP) has
entered into a definitive agreement to acquire Cobalt for approximately $400
million, in cash, Gary C. Butler, president and chief executive officer,
announced today. The transaction is subject to normal regulatory
review and is expected to close in four to six weeks.
Commenting
on the transaction, Mr. Butler said, “I am pleased to announce this
transaction. Acquisitions that complement our core businesses are a
key part of ADP’s five-point strategic growth program and the primary focus of
our capital allocation strategy. Cobalt is the leading provider of
digital marketing solutions to automotive manufacturers and dealers in North
America. This transaction aligns with ADP Dealer Services’ global
layered applications strategy to increase “share of wallet” beyond its core
dealer management system offering. We believe the timing of this
transaction is optimal as online advertising spend is expected to continue to
outpace that of traditional channels in the U.S.”
Cobalt is
privately held and headquartered in Seattle, Washington. ADP expects
the transaction to be slightly accretive in the first year, with continued
positive earnings contributions anticipated in subsequent years.
ADP’s
capital allocation strategy also includes returning excess cash to shareholders
through share repurchases and dividends. For the fiscal year ended
June 30, 2010, ADP repurchased about $18.2 million shares for over $765 million,
and additionally paid nearly $675 million in dividends to its
shareholders. Nearly 29 million shares remain available for purchase
under the current board of directors authorization.
ADP will
be hosting an analyst conference call on Monday July 12, 2010 at 4:00 p.m. EDT
to discuss the transaction. Gary Butler, ADP’s president & chief
executive officer, Christopher Reidy, ADP’s chief financial officer, Steve
Anenen, president of ADP Dealer Services, and John Holt, chairman and chief
executive officer of Cobalt will be participating on the
call. A live webcast of the call will be available to the
public on a listen-only basis. To listen to the webcast go to ADP’s
home page, www.adp.com, or ADP’s
Investor Relations home page, http://www.investquest.com/InvestQuest/a/adp/,
and click on the webcast icon.
As
announced previously, ADP is scheduled to report its financial results for
fiscal 2010 on Thursday, July 29, 2010 before the opening of the Nasdaq,
followed by a webcast at 8:30 a.m. EDT. The webcast can be accessed
through ADP’s home page, www.adp.com, or ADP’s
Investor Relations home page, http://www.investquest.com/InvestQuest/a/adp/. In
addition, the slide presentation will be available to download and print
approximately 60 minutes before the webcast at ADP’s Investor Relations home
page. A replay of the webcast will be available for approximately two
weeks after the event and can be accessed in the same manner as the live
webcast. ADP’s news releases, current financial information, SEC
filings and Investor Relations presentations are accessible at the same Web
site.
About
ADP
Automatic
Data Processing, Inc. (Nasdaq: ADP), with nearly $9 billion in revenues and
about 570,000 clients, is one of the world's largest providers of business
outsourcing solutions. Leveraging 60 years of experience, ADP offers
a wide range of HR, payroll, tax and benefits administration solutions from a
single source. ADP's easy-to-use, cost-effective solutions for
employers provide superior value to companies of all types and
sizes. ADP is also a leading provider of integrated computing
solutions to auto, truck, motorcycle, marine and recreational vehicle dealers
throughout the world. For more information about ADP or to
contact a local ADP sales office, reach us at 1.800.225.5237 or visit the
company's website at www.ADP.com.
This
document and other written or oral statements made from time to time by ADP may
contain "forward-looking statements" within the meaning of the Private
Securities Litigation Reform Act of 1995. Statements that are not historical in
nature and which may be identified by the use of words like "expects,"
"assumes," "projects," "anticipates," "estimates," "we believe," "could be" and
other words of similar meaning, are forward-looking statements. These statements
are based on management's expectations and assumptions and are subject to risks
and uncertainties that may cause actual results to differ materially from those
expressed. Factors that could cause actual results to differ materially from
those contemplated by the forward-looking statements include: ADP's success in
obtaining, retaining and selling additional services to clients; the pricing of
products and services; changes in laws regulating payroll taxes, professional
employer organizations and employee benefits; overall market and economic
conditions, including interest rate and foreign currency trends; competitive
conditions; auto sales and related industry changes; employment and wage levels;
changes in technology; availability of skilled technical associates and the
impact of new acquisitions and divestitures. ADP disclaims any obligation to
update any forward-looking statements, whether as a result of new information,
future events or otherwise. These risks and uncertainties, along with the risk
factors discussed under "Item 1A. - Risk Factors" in our Annual Report on Form
10-K for the fiscal year ended June 30, 2009, should be considered in evaluating
any forward-looking statements contained herein.
Source: Automatic
Data Processing, Inc.
ADP Investor Relations
Elena Charles, 973.974.4077
Debbie Morris, 973.974.7821
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