-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, CXqZwx+0OxTq62wPglYcYdHZcYntgHsm1O0gi6mq2KDbS8SJfhlyBAkkh0swuetg YOtuYoBW7AJYUoychiD00A== 0000950129-06-002422.txt : 20060309 0000950129-06-002422.hdr.sgml : 20060309 20060309093852 ACCESSION NUMBER: 0000950129-06-002422 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20060309 DATE AS OF CHANGE: 20060309 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CERIDIAN CORP /DE/ CENTRAL INDEX KEY: 0001124887 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MANAGEMENT CONSULTING SERVICES [8742] IRS NUMBER: 411981625 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-61527 FILM NUMBER: 06674798 BUSINESS ADDRESS: STREET 1: 3311 E OLD SHAKOPEE RD CITY: MINNEAPOLIS STATE: MN ZIP: 55425 BUSINESS PHONE: 9528538100 MAIL ADDRESS: STREET 1: 3311 EAST OLD SHAKOPEE RD CITY: MINNEAPOLIS STATE: MN ZIP: 55425 FORMER COMPANY: FORMER CONFORMED NAME: NEW CERIDIAN CORP DATE OF NAME CHANGE: 20000927 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: AMVESCAP PLC/LONDON/ CENTRAL INDEX KEY: 0000914208 STANDARD INDUSTRIAL CLASSIFICATION: INVESTMENT ADVICE [6282] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 30 FINSBURY SQUARE STREET 2: LONDON EC2A 1AG CITY: ENGLAND STATE: X0 ZIP: EC2A 1AG BUSINESS PHONE: 442076380731 MAIL ADDRESS: STREET 1: 30 FINSBURY SQUARE STREET 2: LONDON EC2A 1AG CITY: ENGLAND STATE: X0 ZIP: EC2A 1AG FORMER COMPANY: FORMER CONFORMED NAME: AMVESCAP /LONDON/ DATE OF NAME CHANGE: 19971121 FORMER COMPANY: FORMER CONFORMED NAME: AMVESCO PLC /LONDON/ DATE OF NAME CHANGE: 19970612 FORMER COMPANY: FORMER CONFORMED NAME: INVESCO PLC /LONDON DATE OF NAME CHANGE: 19940107 SC 13G/A 1 h33801bsc13gza.txt AMVESCAP PLC FOR CERIDIAN CORP. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. _3_ )* Ceridian Corp. - -------------------------------------------------------------------------------- (Name of Issuer) Common Stock, $.01 par value per share - -------------------------------------------------------------------------------- (Title of Class of Securities) 156779100 - -------------------------------------------------------------------------------- (CUSIP Number) February 28, 2006 - -------------------------------------------------------------------------------- (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [ X ] Rule 13d-1(b) [ ] Rule 13d-1(c) [ ] Rule 13d-1(d) *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). SCHEDULE 13G/A CUSIP No. 156779100 - --------------------------------------------------------------------------------------------------- 1. Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only). AMVESCAP PLC AIM Advisors, Inc. AIM Private Asset Management, Inc. AIM Capital Management, Inc. INVESCO Institutional (N.A.), Inc. - --------------------------------------------------------------------------------------------------- 2. Check the Appropriate Box if a Member of a Group (see Instructions) (a) (b) - --------------------------------------------------------------------------------------------------- 3. SEC Use Only _______________________________________________ - --------------------------------------------------------------------------------------------------- 4. Citizenship or Place of Organization AMVESCAP PLC: England AIM Advisors, Inc.: United States AIM Private Asset Management, Inc.: United States AIM Capital Management, Inc.: United States INVESCO Institutional (N.A.), Inc.: United States - --------------------------------------------------------------------------------------------------- 5. Sole Voting Power 6,999,608: Such shares are held by the following entities in the respective amounts listed: AIM Advisors, Inc. 6,185,188; AIM Private Asset Management, Inc. 579,427 AIM Capital Management, Inc. 140,654 INVESCO Institutional (N.A.), Inc. 94,339 Number of Shares - -------------------------------------------------------------------------------------------------- Beneficially Owned by Each Reporting 6. Shared Voting Power ______-0-______ Person With -------------------------------------------------------------------------------------------------- 7. Sole Dispositive Power 6,999,608: Such shares are held by the following entities in the respective amounts listed: AIM Advisors, Inc. 6,185,188; AIM Private Asset Management, Inc. 579,427 AIM Capital Management, Inc. 140,654 INVESCO Institutional (N.A.), Inc. 94,339 - -------------------------------------------------------------------------------------------------- 8. Shared Dispositive Power ______-0-______ - --------------------------------------------------------------------------------------------------- 9. Aggregate Amount Beneficially Owned by Each Reporting Person 6,999,608 - --------------------------------------------------------------------------------------------------- 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) N/A - --------------------------------------------------------------------------------------------------- 11. Percent of Class Represented by Amount in Row (9) 4.82% ---- - --------------------------------------------------------------------------------------------------- 12. Type of Reporting Person (See Instructions) IA, HC. See Items 2 and 3 of this statement.
SCHEDULE 13G/A Item 1(a) Name of Issuer: Ceridian Corp. Item 1(b) Address of Issuer's Principal Executive Offices: 3311 East Old Shakopee Road Minneapolis, MN 55425 Item 2(a) Name of Person Filing: AMVESCAP PLC In accordance with Securities and Exchange Commission Release No. 34-39538 (January 12, 1998), this statement on Schedule 13G or amendment thereto is being filed by AMVESCAP PLC ("AMVESCAP"), a U.K. entity, on behalf of itself and its subsidiaries listed in Item 4 of the cover of this statement. AMVESCAP through such subsidiaries provides investment management services to institutional and individual investors worldwide. Executive officers and directors of AMVESCAP or its subsidiaries may beneficially own shares of the securities of the issuer to which this statement relates (the "Shares"), and such Shares are not reported in this statement. AMVESCAP and its subsidiaries disclaim beneficial ownership of Shares beneficially owned by any of their executive officers and directors. Each of AMVESCAP's direct and indirect subsidiaries also disclaim beneficial ownership of Shares beneficially owned by AMVESCAP and any other subsidiary. Item 2(b) Address of Principal Business Office: 30 Finsbury Square London EC2A 1AG England Item 2(c) Citizenship: See the response to Item 2(a) of this statement. Item 2(d) Title of Class of Securities: Common Stock, $.01 par value per share Item 2(e) CUSIP Number: 156779100 Item 3 If this statement is filed pursuant to ss240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: (e) [x] An investment adviser in accordance with section 240.13d-1(b)(1)(ii)(E) (g) [x] A parent holding company or control person in accordance with section 240.13d-1(b)(1)(ii)(G) As noted in Item 2 above, AMVESCAP is making this filing on behalf of its subsidiaries listed herein. Each of these entities is either an investment adviser registered with the United States Securities and Exchange Commission under Section 203 of the Investment Advisers Act of 1940, as amended, or under similar laws of other jurisdictions. AMVESCAP is a holding company. Item 4 Ownership: Please see responses to Items 5-8 on the cover of this statement, which are incorporated herein by reference. Item 5 Ownership of Five Percent or Less of a Class: If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [ X ] Item 6 Ownership of More than Five Percent on Behalf of Another Person: N/A Item 7 Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company: Please see Item 3 of this statement, which is incorporated herein by reference. Item 8 Identification and Classification of Members of the Group: N/A Item 9 Notice of Dissolution of a Group: N/A Item 10 Certification: By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. Signature: After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. March 08, 2006 ---------------------------------------- Date AMVESCAP PLC By: /s/ Lisa Brinkley ---------------------------------------- Lisa Brinkley Chief Compliance Officer -----END PRIVACY-ENHANCED MESSAGE-----