ADT To Be Acquired By Thrive Holdings For $10.00/Share In Cash At Equity Value Of ~$7.6B And EV Of $15.3B

Under the terms of the agreement, which ADT’s Board of Directors unanimously approved, ADT stockholders will receive $10.00 per share in cash upon completion. The per share price represents a premium of 45.6% to ADT’s unaffected closing share price on October 27, 2026, and 52.1% to its 30-day volume-weighted average share price ending on October 27, 2026.

The transaction would combine ADT’s more than 150 years of security experience, nationwide service network and customer trust with Thrive Holdings’ long-term capital and engineering capabilities.

Currently, more than 75 businesses across accounting, IT services and the built environment are part of Thrive Holdings. Following the closing of the transaction, ADT will form the foundation of Thrive Holdings’ smart home security business.

Thrive Holdings intends to support ADT’s management in pursuing long-term growth through continued investment in the Company’s people, products and services. Thrive Holdings’ engineering teams will work alongside ADT’s professionals to identify opportunities for technology to enhance the Company’s products and services and help its teams support customers more effectively.

ADT’s data and privacy policies will remain unchanged, and no new data sharing will occur without customer permission.

"Protecting customers’ homes also means protecting their data. Thrive Holdings is committed to upholding the highest standards of privacy and cybersecurity to protect the information that customers entrust to ADT," said Anuj Mehndiratta, Partner at Thrive Holdings.

Transaction Terms and Timing

Financing commitments for the transaction have been solely provided by funds managed by affiliates of Apollo Global Management, Inc.

The transaction is expected to close in the first quarter of 2027, subject to customary closing conditions, including approval by ADT’s stockholders and receipt of U.S. antitrust approval. The transaction is not subject to a financing condition.

Under the terms of the merger agreement, ADT, with the assistance of its financial advisors, may solicit proposals from third parties for a period of 30 days continuing until 11:59 p.m., New York City time, November 28, 2026, with a potential 10-day extension for certain parties that submit acquisition proposals during the initial go-shop period. There can be no assurance that the solicitation process will result in a superior proposal, and ADT does not intend to disclose developments with respect to the go-shop process unless and until it determines such disclosure is appropriate or otherwise required. ADT will have the right to terminate the merger agreement to enter into a superior proposal, subject to the terms and conditions of the merger agreement.

Until the transaction closes, ADT will continue to operate independently. Following completion, ADT will become privately held and its common stock will cease trading on the New York Stock Exchange.

Third Quarter 2026 Financial Results

As previously announced, ADT’s third quarter 2026 results will be issued on November 3, 2026, prior to market opening. The Company will share a summary of its results on a 10 a.m. ET conference call. In consideration of the announced transaction, the Company will not be taking questions on the call. The Company’s third quarter press release and investor presentation will be available on its investor relations website at investor.adt.com.