ADT Announces Launch of Secondary Public Offering of Common Stock and Concurrent Share Repurchase
ADT (NYSE: ADT) has announced a significant secondary public offering where Apollo Global Management affiliates (Selling Stockholders) will offer 71 million shares of ADT common stock, with an additional 30-day option for 10.65 million shares. ADT will not receive any proceeds from this offering as it's not selling any shares.
Concurrent with the offering, ADT plans to repurchase approximately 11 million shares as part of its existing $500 million share repurchase program, utilizing the remaining capacity. Barclays and Citigroup are serving as book-running managers for the offering.
ADT (NYSE: ADT) ha annunciato un'importante offerta pubblica secondaria in cui le affiliate di Apollo Global Management (Azionisti Venditori) offriranno 71 milioni di azioni ordinarie di ADT, con un'opzione aggiuntiva di 30 giorni per 10,65 milioni di azioni. ADT non ricever脿 alcun ricavo da questa offerta poich茅 non vender脿 azioni.
Contestualmente all'offerta, ADT prevede di riacquistare circa 11 milioni di azioni nell'ambito del suo programma di riacquisto di azioni da 500 milioni di dollari, utilizzando la capacit脿 residua. Barclays e Citigroup sono i gestori principali dell'offerta.
ADT (NYSE: ADT) ha anunciado una importante oferta p煤blica secundaria en la que las filiales de Apollo Global Management (Accionistas Vendedores) ofrecer谩n 71 millones de acciones ordinarias de ADT, con una opci贸n adicional de 30 d铆as para 10,65 millones de acciones. ADT no recibir谩 ingresos de esta oferta ya que no est谩 vendiendo ninguna acci贸n.
De forma concurrente con la oferta, ADT planea recomprar aproximadamente 11 millones de acciones como parte de su programa de recompra de acciones existente de 500 millones de d贸lares, utilizando la capacidad restante. Barclays y Citigroup act煤an como gestores principales de la oferta.
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ADT (NYSE : ADT) a annonc茅 une importante offre publique secondaire dans laquelle les filiales d'Apollo Global Management (actionnaires vendeurs) proposeront 71 millions d'actions ordinaires ADT, avec une option suppl茅mentaire de 30 jours pour 10,65 millions d'actions. ADT ne percevra aucun produit de cette offre car elle ne vend pas d'actions.
Parall猫lement 脿 cette offre, ADT pr茅voit de racheter environ 11 millions d'actions dans le cadre de son programme de rachat d'actions existant de 500 millions de dollars, en utilisant la capacit茅 restante. Barclays et Citigroup sont les gestionnaires principaux de cette offre.
ADT (NYSE: ADT) hat eine bedeutende sekund盲re 枚ffentliche Angebotsrunde angek眉ndigt, bei der Apollo Global Management Affiliates (verkaufende Aktion盲re) 71 Millionen Aktien von ADT Stammaktien anbieten, mit einer zus盲tzlichen 30-t盲gigen Option f眉r 10,65 Millionen Aktien. ADT erh盲lt keine Erl枚se aus diesem Angebot, da keine Aktien von ADT verkauft werden.
Zeitgleich mit dem Angebot plant ADT, im Rahmen seines bestehenden Aktienr眉ckkaufprogramms von 500 Millionen US-Dollar etwa 11 Millionen Aktien zur眉ckzukaufen und dabei die verbleibende Kapazit盲t zu nutzen. Barclays und Citigroup fungieren als Hauptbuchf眉hrer f眉r das Angebot.
- Company demonstrates confidence in its stock through concurrent share repurchase program
- No underwriting fees will be charged for shares being repurchased by the company
- Offering may increase stock liquidity and broaden shareholder base
- Large secondary offering of 71 million shares could create selling pressure
- Significant reduction in Apollo Global Management's ownership stake
- Complete utilization of remaining share repurchase program capacity
Insights
Apollo affiliates selling 71M ADT shares while ADT repurchases 11M shares, signaling ownership restructuring and strategic capital allocation.
ADT has announced a significant secondary offering of 71 million shares being sold by Apollo Global Management affiliates, representing a substantial ownership transition. The selling stockholders are also offering underwriters an option for an additional 10.65 million shares. This transaction won't generate proceeds for ADT itself, as the company isn't selling any shares directly.
Simultaneously, ADT is executing a strategic share repurchase of approximately 11 million shares as part of this offering. This repurchase will exhaust the remaining capacity in ADT's existing $500 million share repurchase program. The dual nature of this transaction is noteworthy - while Apollo reduces its stake, ADT is effectively buying back some of these shares, potentially supporting the stock price during this large secondary offering.
This transaction structure suggests Apollo is reducing its ownership position in ADT while the company's management demonstrates confidence in ADT's valuation through the repurchase component. For the market, this represents a significant change in ADT's shareholder composition, with Apollo reducing its influence. The size of the offering - potentially up to 81.65 million shares including the underwriters' option - represents a substantial portion of ADT's float and will likely increase public market liquidity.
The underwriting arrangement includes a unique element where underwriters won't receive fees on the shares being repurchased by ADT, optimizing the economics of the transaction for the company. Barclays and Citigroup are managing this complex offering, which requires careful market execution given its size and structure.
BOCA RATON, Fla., July 24, 2025 (GLOBE NEWSWIRE) -- ADT Inc. (NYSE: ADT) (鈥淎DT鈥� or the 鈥淐ompany鈥�) today announced a proposed secondary public offering of 71,000,000 shares of the Company鈥檚 common stock held by certain entities managed by affiliates of Apollo Global Management, Inc. (the 鈥淪elling Stockholders鈥�). The underwriters will have a 30-day option to purchase up to an additional 10,650,000 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.
In addition, ADT has authorized the concurrent purchase from the underwriters of approximately 11 million shares of common stock as part of the secondary public offering (the 鈥淪hare Repurchase鈥�) subject to the completion of the offering. The Share Repurchase is part of the Company鈥檚 existing
The underwriters may offer the shares of common stock, other than shares subject to the Share Repurchase, from time to time for sale in one or more transactions to purchasers, directly or through agents, or through brokers in brokerage transactions, on the New York Stock Exchange, in the聽over-the-counter聽market, through negotiated transactions or in a combination of such methods of sale, at a fixed price or prices, which may be changed, or otherwise at market prices prevailing at the time of sale, at prices related to prevailing market prices or at negotiated prices, subject to receipt and acceptance by them and subject to their right to reject any order in whole or in part.
Barclays and Citigroup are acting as book-running managers for the proposed offering.
A shelf registration statement (including a prospectus) relating to these securities has been filed with the Securities and Exchange Commission (the 鈥淐ommission鈥�) and is effective. A preliminary prospectus supplement relating to the offering has also been filed with the Commission. Before investing, interested parties should read the shelf registration statement, preliminary prospectus supplement and other documents filed with the Commission for information about ADT and the offering. You may get these documents for free by visiting EDGAR on the Commission鈥檚 website at sec.gov. Alternatively, a copy may be obtained from: Barclays Capital Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, by telephone at: (888) 603-5847 or by email at聽[email protected]; and Citigroup, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, by telephone at (800) 831-9146.
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 Inc.
ADT provides safe, smart and sustainable solutions for people, homes and small businesses. Through innovative offerings, unrivaled safety and a premium customer experience, all delivered by the largest network of smart home security professionals in the U.S., we empower people to protect and connect to what matters most.
Forward-Looking Statements
ADT has made statements in this press release that may constitute 鈥渇orward-looking statements鈥� within the meaning of the U.S. Private Securities Litigation Reform Act of 1995 and are made in reliance on the safe harbor protections provided thereunder. While ADT has specifically identified certain information as being forward-looking in the context of its presentation, we caution you that all statements contained in this press release that are not clearly historical in nature, including, among other things, the proposed secondary public offering of the common stock; the proposed repurchase of shares of the common stock; any stated or implied outcomes with regards to the foregoing; and other matters. Without limiting the generality of the preceding sentences, any time the Company uses the words 鈥渙ngoing,鈥� 鈥渆xpects,鈥� 鈥渋ntends,鈥� 鈥渨ill,鈥� 鈥渁nticipates,鈥� 鈥渂elieves,鈥� 鈥渃onfident,鈥� 鈥渃ontinue,鈥� 鈥減ropose,鈥� 鈥渟eeks,鈥� 鈥渃ould,鈥� 鈥渕ay,鈥� 鈥渟hould,鈥� 鈥渆stimates,鈥� 鈥渇orecasts,鈥� 鈥渕ight,鈥� 鈥済oals,鈥� 鈥渙bjectives,鈥� 鈥渢argets,鈥� 鈥減lanned,鈥� 鈥減rojects,鈥� and, in each case, their negative or other various or comparable terminology, and similar expressions, the Company intends to clearly express that the information deals with possible future events and is forward-looking in nature. However, the absence of these words or similar expressions does not mean that a statement is not forward-looking. For ADT, particular uncertainties that could cause our actual results to be materially different than those expressed in our forward-looking statements include, without limitation, risks related to and the effect of the proposed secondary public offering of the common stock; activity in repurchasing shares of ADT鈥檚 common stock; and risks that are described in the Company鈥檚 Annual Report on Form 10-K for the year ended December 31, 2024, the Company鈥檚 Quarterly Report on Form 10-Q for the quarter ended March 31, 2025, the Company鈥檚 Quarterly Report on Form 10-Q for the quarter ended June 30, 2025 and other filings with the Commission, including the sections titled 鈥淩isk Factors鈥� and 鈥淢anagement鈥檚 Discussion and Analysis of Financial Condition and Results of Operations鈥� contained therein. Any forward-looking statement represents our estimates and assumptions only as of the date of this press release and, except as required by law, ADT undertakes no obligation to update or review publicly any forward-looking statements, whether as a result of new information, future events, or otherwise after the date of this press release.
ADT Contacts Investor Relations: [email protected]; 888-238-8525 Media Relations: [email protected].
FAQ
How many shares is ADT offering in its secondary public offering?
How many shares will ADT repurchase in the concurrent share repurchase?
Will ADT receive any proceeds from the secondary offering?
Who are the book-running managers for ADT's secondary offering?
How does this offering relate to ADT's share repurchase program?
