Free Writing Prospectus - Filing Under Securities Act Rules 163/433 (fwp)
August 11 2020 - 5:06PM
Edgar (US Regulatory)
Free Writing Prospectus
Filed Pursuant to Rule 433
Registration Statement 333-226705
FINAL TERM SHEET
Dated August
11, 2020
AUTOMATIC DATA PROCESSING, INC.
$1,000,000,000 1.250% NOTES DUE SEPTEMBER 1, 2030
Name of Issuer:
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Automatic Data Processing, Inc.
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Title of Securities:
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1.250% Notes due September 1, 2030 ("Notes")
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Aggregate Principal Amount:
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$1,000,000,000
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Issue Price (Price to Public):
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99.746% of principal amount
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Maturity:
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September 1, 2030
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Coupon (Interest Rate):
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1.250%
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Benchmark Treasury:
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0.625% due May 15, 2030
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Spread to Benchmark Treasury:
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T+65 basis points (0.65%)
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Benchmark Treasury Price and Yield:
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99-31+; 0.627%
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Yield to Maturity:
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1.277%
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Interest Payment Dates:
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March 1 and September 1 of each year, commencing on
|
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March 1, 2021
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Interest Payment Record Dates:
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February 15 and August 15 of each year
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Redemption Provisions:
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Treasury plus 10 basis points prior to June 1, 2030 (the date
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that is three months prior to scheduled maturity date of the
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Notes).
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At any time on or after June 1, 2030 (the date that is three
|
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months prior to the scheduled maturity date of the Notes), we
|
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may redeem the Notes in whole or in part, at a redemption
|
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price equal to 100% of the principal amount thereof plus
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accrued and unpaid interest, if any, up to but excluding the
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redemption date (subject to the right of holders of record on
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the relevant record date to receive interest due on the relevant
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interest payment date).
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Change of Control Offer:
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Offer to repurchase at 101% of aggregate principal amount
|
|
plus accrued interest to repurchase date upon change of
|
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control resulting in a rating below investment grade by two
|
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rating agencies
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Denominations:
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$2,000 or integral multiples of $1,000 in excess thereof
|
Legal Format:
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SEC Registered / Registration Statement No. 333-226705
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Net Proceeds to Company (before expenses):
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$997,460,000
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Settlement Date:
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T+2 days; August 13, 2020
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Joint Book-Running Managers:
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BofA Securities, Inc.
|
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J.P. Morgan Securities LLC
|
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Morgan Stanley & Co. LLC
|
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BNP Paribas Securities Corp.
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Deutsche Bank Securities Inc.
|
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Wells Fargo Securities, LLC
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Co-Managers:
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Barclays Capital Inc.
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MUFG Securities Americas Inc.
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PNC Capital Markets LLC
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BMO Capital Markets Corp.
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RBC Capital Markets, LLC
|
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U.S. Bancorp Investments, Inc.
|
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Mizuho Securities USA LLC
|
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Siebert Williams Shank & Co., LLC
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Scotia Capital (USA) Inc.
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SG Americas Securities, LLC
|
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Truist Securities, Inc.
|
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Academy Securities, Inc.
|
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BNY Mellon Capital Markets, LLC
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Fifth Third Securities, Inc.
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ING Financial Markets LLC
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Intesa Sanpaolo S.p.A.
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Santander Investment Securities Inc.
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TD Securities (USA) LLC
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CUSIP:
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053015 AF0
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ISIN:
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US053015AF05
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Ratings*:
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Aa3 / AA (Moody's / S&P)
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____________________
The issuer has
filed a registration statement (including a prospectus and a related preliminary prospectus supplement) with the SEC for the offering to which this communication relates. Before you invest, you should read the preliminary prospectus supplement, the
prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC website at
www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in this offering will arrange to send you the prospectus and prospectus supplement if you request it by calling BofA Securities, Inc. at (800) 294-1322, J.P. Morgan
Securities LLC collect at (212) 834-4533 or Morgan Stanley & Co. LLC toll free at (866) 718-1649.
*Note: A securities rating is not a
recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time.
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