8-K 1 form8k_020906.txt CURRENT REPORT 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): February 8, 2006 AUTOMATIC DATA PROCESSING, INC. -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 1-5397 22-1467904 -------------------------------------------------------------------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) 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: |_| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |_| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |_| 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 February 9, 2006, the Registrant issued a press release announcing that it has entered into an agreement to sell its Claims Services business ("CSG") to Solera, Inc. The press release includes certain financial information for prior periods which has been updated to account for CSG as a discontinued operation. A copy of the press release is furnished herewith as Exhibit 99.1 and is hereby incorporated by reference. ITEM 7.01 REGULATION FD DISCLOSURE. On February 8, 2006, the Registrant entered into an agreement to sell CSG to Solera, Inc. A copy of the press release announcing such sale is furnished herewith as Exhibit 99.1 and is hereby incorporated by reference. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits The following exhibits are filed as part of this Report on Form 8-K: EXHIBIT NUMBER DESCRIPTION ------ ----------- 99.1 Press Release issued by the Registrant on February 9, 2006. 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: February 9, 2006 AUTOMATIC DATA PROCESSING, INC. By: /s/ Karen E. Dykstra ----------------------------------- Name: Karen E. Dykstra Title: Chief Financial Officer EXHIBIT INDEX ------------- EXHIBIT NUMBER DESCRIPTION -------------- ----------- 99.1 Press Release issued by the Registrant on February 9, 2006.