Secondary Public Offering of ADT Common Stock Priced

Rhea-AI Summary

ADT Inc announced a proposed secondary public offering of 43,500,000 shares at $10.00 per share, representing 5.5% of its fully diluted common stock, primarily by investment funds managed by Apollo Global Management. Following this offering, Apollo will own 80% of ADT’s common stock. The offering is set to close on Sept. 18, 2020, and underwriters have a 30-day option to purchase an additional 6,500,000 shares. ADT will not receive proceeds from this offering, which aims to enhance liquidity.

Positive

• Apollo will control 80% of ADT's stock post-offering, indicating strong institutional support.
• The offering is designed to improve liquidity in ADT's publicly traded common stock.

Negative

• ADT is not benefiting financially from the offering, as it will not receive any proceeds.
• The secondary offering may lead to shareholder dilution, depending on market reception.

Secondary offering designed to improve liquidity in publicly traded common stock

Long-term shareholder Apollo to own 80% of ADT’s common stock following the Offering

BOCA RATON, Fla., Sept. 16, 2020 (GLOBE NEWSWIRE) -- ADT Inc. (NYSE: ADT) (“ADT” or the “Company”), a leading provider of security, automation, and smart home solutions serving consumer and business customers in the United States, today announced the pricing of a proposed secondary public offering of 43,500,000 shares of the Company’s common stock by certain investment funds managed directly or indirectly by Apollo Global Management, Inc. and its subsidiaries and affiliates (“Apollo”) and certain of the Company’s current and former executive officers (together, the “Selling Stockholders”) at a price to the public of $10.00 per share. The 43,500,000 shares to be sold in this offering represent 5.5% of ADT’s fully diluted common stock. As part of this offering, the Selling Stockholders have agreed to a 120-day lock-up of their common stock. The offering is expected to close on Sept. 18, 2020, subject to satisfaction of customary conditions.

The underwriters will have a 30-day option to purchase up to an additional 6,500,000 shares of common stock from the Selling Stockholders. The Company is not selling any shares and will not receive any proceeds from the proposed offering.

Morgan Stanley, Goldman Sachs & Co. LLC, Barclays and RBC Capital Markets are acting as joint-book running managers for the proposed offering. Citigroup, Deutsche Bank Securities and Mizuho are acting as joint-book runners for the proposed offering. Apollo Global Securities is acting as co-manager for the proposed offering.

The offering will be made only by means of a prospectus. A copy of the preliminary prospectus relating to this offering, when available, may be obtained from Morgan Stanley, Attention: Prospectus Department, 180 Varick Street, 2nd Floor, New York, NY 10014.

A registration statement relating to these securities has been filed with the Securities and Exchange Commission and has become effective. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About ADT

ADT is a leading provider of security, automation, and smart home solutions serving consumer and business customers through more than 300 locations, 9 owned and operated monitoring centers, and the largest network of security professionals in the United States. The company offers many ways to help protect customers by delivering lifestyle-driven solutions via professionally installed, do-it-yourself, mobile, and digital-based offerings for residential, small business, and larger commercial customers. For more information, please visit www.adt.com or follow us on Twitter, LinkedIn, Facebook, and Instagram.

Forward-Looking Statements

The Company has made statements in this press release and other reports, filings, and other public written and verbal announcements that are forward-looking and therefore subject to risks and uncertainties. All statements, other than statements of historical fact, included in this document are, or could be, “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 and are made in reliance on the safe harbor protections provided thereunder. These forward-looking statements relate to, among other things, our recently executed long-term, strategic partnership with Google LLC (“Google”) and any stated or implied outcomes with respect thereto, our future growth prospects, our success with respect to product innovation and the market acceptance thereof, the current or future market size for our products, our ability to meet the milestones we have established with respect to our strategic partnership with Google, our ability to effectively utilize any of the amounts invested in us by Google, our anticipated financial performance, management’s plans and objectives for future operations, business prospects, the outcome of regulatory proceedings, market conditions, our ability to successfully respond to the challenges posed by the COVID-19 pandemic, and other matters. Any forward-looking statement made in this press release speaks only as of the date on which it is made. The Company undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future developments or otherwise. Forward-looking statements can be identified by various words such as “expects,” “intends,” “will,” “anticipates,” “believes,” “confident,” “continue,” “propose,” “seeks,” “could,” “may,” “should,” “estimates,” “forecasts,” “might,” “goals,” “objectives,” “targets,” “planned,” “projects,” and similar expressions. These forward-looking statements are based on management’s current beliefs and assumptions and on information currently available to management. The Company cautions that these statements are subject to risks and uncertainties, many of which are outside of the Company’s control, and could cause future events or results to be materially different from those stated or implied in this press release, including among others, risk factors that are described in the Company’s Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and other filings with the Securities and Exchange Commission, including the sections entitled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” contained therein.

Contacts:
ADT Investor Relations
Derek Fiebig
derekfiebig@adt.com

ADT Media
Paul Wiseman
paulwiseman@adt.com

FAQ

What is the purpose of ADT's secondary public offering?

The secondary public offering aims to improve liquidity in ADT's publicly traded common stock.

How many shares is ADT offering in the secondary offering?

ADT is offering 43,500,000 shares in the secondary offering.

When is the expected closing date for ADT's secondary offering?

The offering is expected to close on Sept. 18, 2020.

Who is managing the underwriting for ADT's offering?

Morgan Stanley, Goldman Sachs & Co. LLC, Barclays, and RBC Capital Markets are acting as joint-book running managers for the offering.

What percentage of ADT's stock will Apollo own after the offering?

After the offering, Apollo will own 80% of ADT's common stock.