ADT Inc. ADT

election_required = True...If more than 133,333,333 Shares are validly tendered and not validly withdrawn, we will purchase Shares as follows: • first, from all holders of “odd lots” of less than 100 Shares who validly tender all of their Shares, do not validly withdraw such Shares and complete the section entitled “Odd Lots” in the Letter of Transmittal and, if applicable, in the Notice of Guaranteed Delivery; and • second, from all other stockholders who validly tender Shares and do not validly withdraw such Shares, on a pro rata basis. The Offer will be fully subscribed as a result of the Apollo Stockholder Commitment even if no stockholders other than the Apollo Stockholder Entities...

expiry = 2022-10-20...of its Common Stock and Class B Common Stock at a Purchase Price of $9.00 per Share, Representing an Aggregate Purchase Price of Up to $1,200,000,000 THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY TIME, AT THE END OF THE DAY ON OCTOBER 20, 2022, UNLESS THE OFFER IS EXTENDED OR TERMINATED (SUCH TIME AND DATE, AS IT MAY BE EXTENDED OR TERMINATED, THE “EXPIRATION TIME”). ADT Inc., a Delaware corporation (the “Company”, “ADT”, “we”, “our” or “us”), invites stockholders to tender shar...

expiry = 2022-10-20...B common stock, at a purchase price of $9.00 per share, in cash, less any applicable withholding taxes and without interest, representing an aggregate purchase price of $1.2 billion. The tender offer expired at 12:00 midnight, New York City time, at the end of the day on October 20, 2022. Based on a preliminary count by the depositary for the tender offer, 734,165,376 shares of common stock were validly tendered and not properly withdrawn, including 27,962,672 shares that were tendered by notice of guaranteed delivery, and...

listed = True...l information about the tender offer may contact the information agent for the tender offer, D.F. King & Co., at (877) 732-3619 (toll free) or by email at adt@dfking.com. The dealer manager for the tender offer was Morgan Stanley & Co. LLC. ADT’s common stock is traded on the New York Stock Exchange under the symbol “ADT.” About ADT Inc. ADT provides safe, smart and sustainable solutions for people, homes and businesses. Through innovative products, partnerships and the largest network of smart home, security and rooftop solar professionals in the United States, we empower people to protect and connect what matters most. For more in...

listed = True...l information about the tender offer may contact the information agent for the tender offer, D.F. King & Co., at (877) 732-3619 (toll free) or by email at adt@dfking.com. The dealer manager for the tender offer was Morgan Stanley & Co. LLC. ADT’s common stock is traded on the New York Stock Exchange under the symbol “ADT.” About ADT Inc. ADT provides safe, smart and sustainable solutions for people, homes and businesses. Through innovative products, partnerships and the largest network of smart home, security and rooftop solar professionals in the United States, we empower people to protect and connect what matters most. For more in...

mechanism = FIXEDEX-99.(A)(1)(A) 2 d304311dex99a1a.htm EXHIBIT (A)(1)(A) Exhibit (a)(1)(A) Exhibit (a)(1)(A) Offer to Purchase for Cash by ADT Inc. of Up to 133,333,333 Shares of its Common Stock and Class B Common Stock at a Purchase Price of $9.00 per Share, Representing an Aggregate Purchase Price of Up to $1,200,000,000 THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY TIME, AT THE END OF THE DAY ON OCTOBER 20, 2022, UNLESS THE OFFER IS EXTENDED OR TERMINATED (SUCH TIME AND DATE, AS IT MAY BE EXTENDED OR TERMINATED, THE “EXPIRATION TIME”). ADT...

mechanism = FIXED...(1) The title of the Offer to Purchase is amended and restated as follows: Offer to Purchase for Cash by ADT Inc. of Up to 133,333,333 Shares of its Common Stock, including Shares of its Common Stock Issuable upon Conversion of its Class B Common Stock, at a Purchase Price of $9.00 per Share, Representing an Aggregate Purchase Price of Up to $1,200,000,000 (2) The first sentence of the first full paragraph is amended and restated as follows: ADT Inc., a Delaware corporation (the “Company”, “ADT”, “we”, “our” or “us”), invites stockholders to tender shares (the “Shares”) of our common stock, par value $0.01 per share (the “Co...

mechanism = FIXED...A RATON, Fla. (October 21, 2022) – ADT Inc. (NYSE: ADT) announced today the preliminary results of its tender offer to purchase up to 133,333,333 shares of its common stock, including shares issuable upon conversion of shares of its Class B common stock, at a purchase price of $9.00 per share, in cash, less any applicable withholding taxes and without interest, representing an aggregate purchase price of $1.2 billion. The tender offer expired at 12:00 midnight, New York City time, at the end of the day on October 20, 2022. Based on a preliminary count by the depositary for the tender offer, 734,165,376 shares of common stock...

mechanism = FIXED...er BOCA RATON, Fla. (October 26, 2022) – ADT Inc. (NYSE: ADT) announced today the final results of its tender offer to purchase up to 133,333,333 shares of its common stock, including shares issuable upon conversion of shares of its Class B common stock, at a purchase price of $9.00 per share, in cash, less any applicable withholding taxes and without interest, representing an aggregate purchase price of $1.2 billion. The tender offer expired at 12:00 midnight, New York City time, at the end of the day on October 20, 2022. Based on the final count by the depositary for the tender offer, 732,113,312 shares of common stock were...

must_tender_all = True...of the Exchange Act. What happens if more than 133,333,333 Shares are tendered? If more than 133,333,333 Shares are validly tendered and not validly withdrawn, we will purchase Shares as follows: • first, from all holders of “odd lots” of less than 100 Shares who validly tender all of their Shares, do not validly withdraw such Shares and complete the section entitled “Odd Lots” in the Letter of Transmittal and, if applicable, in the Notice of Guaranteed Delivery; and • second, from all other stockholders who validly tender Shares and do not validly withdraw such Shares, on a pro rata basis. The Offer will be fully subscribed as a...

price = USD 9.0...9a1a.htm EXHIBIT (A)(1)(A) Exhibit (a)(1)(A) Exhibit (a)(1)(A) Offer to Purchase for Cash by ADT Inc. of Up to 133,333,333 Shares of its Common Stock and Class B Common Stock at a Purchase Price of $9.00 per Share, Representing an Aggregate Purchase Price of Up to $1,200,000,000 THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY TIME, AT THE END OF THE DAY ON OCTOBER 20, 2022, UNLESS TH...

price = USD 9.0...r to Purchase for Cash by ADT Inc. of Up to 133,333,333 Shares of its Common Stock, including Shares of its Common Stock Issuable upon Conversion of its Class B Common Stock, at a Purchase Price of $9.00 per Share, Representing an Aggregate Purchase Price of Up to $1,200,000,000 (2) The first sentence of the first full paragraph is amended and restated as follows: ADT Inc., a Delaware corporation (the “Company”, “ADT”, “we”, “our...

price = USD 9.0...iminary results of its tender offer to purchase up to 133,333,333 shares of its common stock, including shares issuable upon conversion of shares of its Class B common stock, at a purchase price of $9.00 per share, in cash, less any applicable withholding taxes and without interest, representing an aggregate purchase price of $1.2 billion. The tender offer expired at 12:00 midnight, New York City time, at the end of the day on Oc...

price = USD 9.0...e final results of its tender offer to purchase up to 133,333,333 shares of its common stock, including shares issuable upon conversion of shares of its Class B common stock, at a purchase price of $9.00 per share, in cash, less any applicable withholding taxes and without interest, representing an aggregate purchase price of $1.2 billion. The tender offer expired at 12:00 midnight, New York City time, at the end of the day on Oc...

threshold = 100...riority and proration as described above. As a result, all of the Shares that a stockholder tenders in the Offer may not be purchased. Odd Lots. The term “Odd Lots” means all Shares validly tendered prior to the Expiration Time and not withdrawn by any person who owned beneficially or of record a total of fewer than 100 Shares and so certified in the appropriate place on the Letter of Transmittal and, if applicable, on the Notice of Guaranteed Delivery (an “Odd Lot Holder”). To qualify for this Odd Lot preference, an Odd Lot Holder must tender all Shares owned by such Odd Lot Holder in accordance with the procedures described in Section 3. Odd Lots will be acc...

txn_type = CONSOLIDATION...r any shares reserved for issuance, but not issued, with respect to settlement of a stock appreciation right, will not again be available for grants under the 2018 Plan. 33 In the event of a stock or extraordinary cash dividend, recapitalization, stock split, reverse stock split, reorganization, merger, consolidation, split-up, split-off, spin-off, combination, repurchase or exchange of shares of Common Stock or other relevant change in capitalization or applicable law or circumstances, the Compensation Committee will equitably adjust any or all of the following in order to prevent dilution or enlargement of ben...

txn_type = TENDER_OFFER...time, the “Schedule TO”), initially filed by ADT Inc., a Delaware corporation (“ADT” or the “Company”), on September 12, 2022, pursuant to Rule 13e-4 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), in connection with the Company’s offer to purchase up to 133,333,333 shares (the “Shares”) of common stock, par value $0.01 per share (the “Common Stock”), including Shares issuable upon conversion of shares of Class B common stock, par value $0.01 per share, of the Company at a price of $9.00 per share (the “Purchase Price”), less any applicable withholding taxes and without interest, u...

txn_type = TENDER_OFFER...9.(A)(5)(F) 2 d363210dex99a5f.htm EXHIBIT (A)(5)(F) Exhibit (a)(5)(F) Exhibit (a)(5)(F) ADT Inc. Announces Preliminary Results of its Tender Offer BOCA RATON, Fla. (October 21, 2022) – ADT Inc. (NYSE: ADT) announced today the preliminary results of its tender offer to purchase up to 133,333,333 shares of its common stock, including shares issuable upon conversion of shares of its Class B common stock, at a purchase price of $9.00 per share, in cash, less any applicable withholding taxes and without interest, representing an aggregate purchase price of $1.2 billion. The tender offer expired at 12:00 midnight, N...

txn_type = TENDER_OFFEREX-99.(A)(5)(G) 2 d372018dex99a5g.htm EXHIBIT (A)(5)(G) Exhibit (a)(5)(G) Exhibit (a)(5)(G) ADT Inc. Announces Final Results of its Tender Offer BOCA RATON, Fla. (October 26, 2022) – ADT Inc. (NYSE: ADT) announced today the final results of its tender offer to purchase up to 133,333,333 shares of its common stock, including shares issuable upon conversion of shares of its Class B common stock, at a purchase price of $9.00 per share, in cash, less any applicable withholding taxes and without interest, representing an aggregate purchase price of $1.2 billion. The tender offer expired at 12:00 midnight, N...

untradeable = True...re listed and traded on the New York Stock Exchange (the “NYSE”) under the symbol “ADT.” On September 9, 2022, the last trading day before the announcement of the Offer, the closing price of our shares of Common Stock on the NYSE was $8.39 per share. There is no established public trading market for shares of Class B Common Stock, and Google (as defined herein) is the only stockholder of record of such Shares. Stockholders are urged to obtain current trading prices for the Common Stock before deciding whether to tender their Shares. See Section 7. You may direct questions and requests for assistance to D.F. King & Co., Inc., whi...

final_price = 9.0...restated as follows: Offer to Purchase for Cash by ADT Inc. of Up to 133,333,333 Shares of its Common Stock, including Shares of its Common Stock Issuable upon Conversion of its Class B Common Stock, at a Purchase Price of $9.00 per Share, Representing an Aggregate Purchase Price of Up to $1,200,000,000 (2) The first sentence of the first full paragraph is amended and restated as follows: ADT Inc., a Delaware corporation (the “Company”, “ADT”, “we”, “our” or “us”), invites stockholders to tender shares (the “Shar...