The ADT Corporation Agrees To Be Acquired By An Affiliate of Certain Funds
Managed By Affiliates of Apollo Global Management, LLC For $42.00 Per Share In
An All Cash Transaction
Transaction Delivers Significant Value to The ADT Corporation Stockholders and
Provides Path for Future Growth of the Businesses Through the Combination of ADT
and Protection 1
Acquisition Represents Premium of 56% Over Closing Stock Price
CHICAGO, NEW YORK and BOCA RATON, Fla.
- Feb. 16, 2016 - The ADT Corporation (NYSE:ADT) ("ADT"), a leading provider of monitored security,
interactive home and business automation and related monitoring services in the
United States and Canada, today announced that it has entered into a definitive
agreement to be acquired by an affiliate of certain funds (the "Apollo Funds")
managed by affiliates of Apollo Global Management, LLC (NYSE:APO) (together with
its consolidated subsidiaries, "Apollo") and co-investors and merged with a
subsidiary of Prime Security Services Borrower, LLC (with its subsidiaries, "Protection 1"), a leading full-service business and home security company in
the United States also owned by the Apollo Funds, for $42.00 per share in cash.
The purchase price represents a premium of approximately 56% over ADT's closing
share price on February 12, 2016 and, when combined with Protection 1,
represents an aggregate transaction value of approximately $15 billion. The
headquarters of the combined company will remain in Boca Raton, FL, and the
combined company will operate primarily under the ADT brand.
"This transaction represents a highly attractive premium for ADT's
shareholders," said Naren Gursahaney, President and CEO of ADT. "We're proud to
have strengthened the quality of our customer base, improved service and
retention, and extended our leadership in innovative solutions such as our ADT
Pulse platform and our new Security-as-a-Service offering, ADT Canopy. By
combining Protection 1 with ADT, we will be better positioned to expand the
breadth and depth of the services we offer to our customers throughout the
United States and Canada."
"The combined company will be a market leader with a powerful brand and scale
resulting in an enhanced overall customer experience," said Timothy J. Whall,
President and CEO of Protection 1, who will be the CEO of the combined business
following the closing of the transaction. "In addition, Protection 1's robust
commercial presence will speed ADT's expansion into the commercial sector
supported by increasing commercial sales and technical skills across a well
matched national footprint."
"We are tremendously excited by this unique opportunity to combine two premier
businesses," said Marc Becker, Senior Partner at Apollo. "This transaction
provides the opportunity to dramatically enhance our position in the large,
fragmented and growing residential and business interactive electronic
monitoring industry. Pro forma for the transaction, the newly created company
will generate a combined $318 million in recurring monthly revenue and total
annual revenue in excess of $4.2 billion, placing the businesses in a strong
position to drive innovation and to capitalize on growth opportunities in the
The Board of Directors of ADT unanimously approved the transaction. The
acquisition of ADT is expected to be completed by June 2016. The transaction is
subject to the conclusion of the applicable antitrust waiting periods in the
United States and Canada, ADT stockholder approval and other customary closing
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