ADP® (Nasdaq:ADP), a leading global provider of Human Capital Management (HCM) solutions, announced that the company's Board of Directors has approved a plan to separate the Dealer Services business into an independent publicly traded company through a tax-free spin-off of 100% of Dealer Services to ADP shareholders.
"Consistent with our strategy to grow our position as a global provider of HCM solutions, we have concluded that the separation of Dealer Services will allow both companies to focus on their respective industries," said Carlos Rodriguez, president and chief executive officer, ADP. "The Dealer Services business remains attractive in terms of long-term growth opportunities; however, we believe this transaction will benefit ADP's shareholders by allowing each management team to better focus on its own business and strategic opportunities. ADP's ongoing efforts and commitment will be focused on executing against our global HCM strategy. As we deliver against this commitment, our goal remains driving consistent and sustainable profitable revenue growth and return of capital to shareholders through dividends and share repurchases."
“Dealer Services is a leading global provider of retail and digital marketing solutions to automotive retailers and manufacturers. The global automotive market is the strongest it has been since 2007, and the volume of U.S. vehicle sales continues its recovery to pre-crisis levels. This recovery, combined with Dealer Services' global breadth and depth of service offerings, makes it the appropriate time to establish this business as its own stand-alone public company. With revenues approaching $2 billion annually, most of which is recurring in nature, along with good profitability and strong cash flows, we expect Dealer Services will be an independent public company with solid long-term growth prospects. Steve Anenen and Al Nietzel, the current president and chief financial officer, respectively, of Dealer Services, will assume the roles of chief executive officer and chief financial officer of the new standalone company.”
In conjunction with the spin-off ADP expects to receive in a tax-free manner at least $700 million, which proceeds ADP plans to return to its shareholders through share repurchases after the spin-off is complete, depending on market conditions. Following the spin-off, ADP expects to maintain its current $0.48 quarterly cash dividend per share. Over the medium to long term, ADP intends to return to its pre-separation target dividend payout ratio of 55% to 60%, while keeping intact ADP's 39 year track record of annual increases in its quarterly cash dividend, subject to approval by ADP's Board of Directors. The spin-off will be completed upon receipt of all required regulatory reviews and approvals. ADP expects to complete the separation in the early part of the fourth calendar quarter of 2014.