- -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 Commission File number 0-19152 AUTOMATED SECURITY (HOLDINGS) PLC ENGLAND AND WALES (Jurisdiction of incorporation of organization) The Clock House, The Campus, Spring Way Hemel Hempstead, Hertfordshire HP2 7TL England (Address of principal offices) FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934 (Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.) Form 20-F /X/ Form 40-F / / (Indicate by check mark whether the registrant by furnishing the information contained in this form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.) Yes / / No /X/ (If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- .) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- [LOGO] FOR IMMEDIATE RELEASE Contact: Peter Bertram Automated Security (Holdings) PLC 011-441-44-260-008 -or- Brian Rafferty Taylor Rafferty Associates 212-889-4350 ACQUISITION OF AUTOMATED SECURITY (HOLDINGS) PLC ("ASH") BY ADT LIMITED ("ADT"); SCHEME OF ARRANGEMENT EFFECTIVE London, September 4, 1996--The scheme of arrangement to effect the acquisition of ASH by ADT was sanctioned by the Court earlier today. Therefore, subject to the satisfaction or waiver by ADT of the outstanding conditions, the Scheme is expected to become effective tomorrow, September 5, 1996. IN CONNECTION WITH THIS TRANSACTION AND IN THE PREPARATION OF THIS PRESS RELEASE, CHARTERHOUSE BANK LIMITED AND SMITH BARNEY INC. ARE ACTING EXCLUSIVELY FOR ASH. CHARTERHOUSE BANK LIMITED AND SMITH BARNEY INC. ARE NOT ACTING FOR ANY OTHER PERSON AND WILL NOT BE RESPONSIBLE TO ANY OTHER PERSON FOR PROVIDING PROTECTIONS AFFORDED TO CUSTOMERS OF CHARTERHOUSE BANK LIMITED OR SMITH BARNEY INC. OR ADVISING THEM ON THIS TRANSACTION OR ON THE CONTENTS OF THIS PRESS RELEASE. CHARTERHOUSE BANK LIMITED AND SMITH BARNEY INC. ARE REGULATED BY THE SECURITIES AND FUTURES AUTHORITY LIMITED. SIGNATURES 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, thereunto duly authorized. Automated Security (Holdings) PLC By: /s/ PETER BERTRAM ----------------------------------- Peter Bertram Chief Financial Officer Date of signing: September 4, 1996