0001104659-24-033137.txt : 20240311 0001104659-24-033137.hdr.sgml : 20240311 20240311203520 ACCESSION NUMBER: 0001104659-24-033137 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20240311 FILED AS OF DATE: 20240311 DATE AS OF CHANGE: 20240311 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Apollo Management, L.P. CENTRAL INDEX KEY: 0001398053 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38352 FILM NUMBER: 24739936 BUSINESS ADDRESS: STREET 1: 2 MANHATTANVILLE ROAD STREET 2: SUITE 203 CITY: PURCHASE STATE: NY ZIP: 10577 BUSINESS PHONE: 914-694-8000 MAIL ADDRESS: STREET 1: 2 MANHATTANVILLE ROAD STREET 2: SUITE 203 CITY: PURCHASE STATE: NY ZIP: 10577 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Apollo Management GP, LLC CENTRAL INDEX KEY: 0001413410 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38352 FILM NUMBER: 24739938 BUSINESS ADDRESS: STREET 1: TWO MANHATTANVILLE ROAD STREET 2: SUITE 203 CITY: PURCHASE STATE: NY ZIP: 10577 BUSINESS PHONE: 914-694-8000 MAIL ADDRESS: STREET 1: TWO MANHATTANVILLE ROAD STREET 2: SUITE 203 CITY: PURCHASE STATE: NY ZIP: 10577 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Apollo Management Holdings GP, LLC CENTRAL INDEX KEY: 0001449433 ORGANIZATION NAME: STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38352 FILM NUMBER: 24739941 BUSINESS ADDRESS: STREET 1: 9 W. 57TH STREET STREET 2: 43RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212-515-3200 MAIL ADDRESS: STREET 1: 9 W. 57TH STREET STREET 2: 43RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Prime Security Services TopCo (ML II), L.P. CENTRAL INDEX KEY: 0001988928 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38352 FILM NUMBER: 24739939 BUSINESS ADDRESS: STREET 1: 9 WEST 57TH STREET 41ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212-515-3200 MAIL ADDRESS: STREET 1: 9 WEST 57TH STREET 41ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Apollo Management Holdings, L.P. CENTRAL INDEX KEY: 0001449434 ORGANIZATION NAME: STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38352 FILM NUMBER: 24739937 BUSINESS ADDRESS: STREET 1: 9 W. 57TH STREET CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212-515-3200 MAIL ADDRESS: STREET 1: 9 W. 57TH STREET CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Prime Security Services TopCo (ML), L.P. CENTRAL INDEX KEY: 0001988867 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38352 FILM NUMBER: 24739940 BUSINESS ADDRESS: STREET 1: 9 WEST 57TH STREET 41ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212-515-3200 MAIL ADDRESS: STREET 1: 9 WEST 57TH STREET 41ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ADT Inc. CENTRAL INDEX KEY: 0001703056 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-DETECTIVE, GUARD & ARMORED CAR SERVICES [7381] ORGANIZATION NAME: 07 Trade & Services IRS NUMBER: 474116383 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1501 YAMATO ROAD CITY: BOCA RATON STATE: FL ZIP: 33431 BUSINESS PHONE: 212-515-3200 MAIL ADDRESS: STREET 1: 1501 YAMATO ROAD CITY: BOCA RATON STATE: FL ZIP: 33431 FORMER COMPANY: FORMER CONFORMED NAME: ADT, Inc. DATE OF NAME CHANGE: 20170928 FORMER COMPANY: FORMER CONFORMED NAME: Prime Security Services Parent, Inc. DATE OF NAME CHANGE: 20170405 4 1 tm248433-1_4seq1.xml OWNERSHIP DOCUMENT X0508 4 2024-03-11 0 0001703056 ADT Inc. ADT 0001449433 Apollo Management Holdings GP, LLC 9 W. 57TH STREET, 43RD FLOOR NEW YORK NY 10019 0 0 1 0 0001988867 Prime Security Services TopCo (ML), L.P. 9 W. 57TH STREET, 43RD FLOOR NEW YORK NY 10019 0 0 1 0 0001988928 Prime Security Services TopCo (ML II), L.P. 9 W. 57TH STREET, 43RD FLOOR NEW YORK NY 10019 0 0 1 0 0001413410 Apollo Management GP, LLC 9 W. 57TH STREET, 43RD FLOOR NEW YORK NY 10019 0 0 1 0 0001449434 Apollo Management Holdings, L.P. 9 W. 57TH STREET, 43RD FLOOR NEW YORK NY 10019 0 0 1 0 0001398053 Apollo Management, L.P. 9 W. 57TH STREET, 43RD FLOOR NEW YORK NY 10019 0 0 1 0 0 Common Stock 2024-03-11 4 J 0 65000000 6.2237 D 433300366 I See Footnote See Exhibit 99.1. see signatures attached as Exhibit 99.2 2024-03-11 EX-99.1 2 tm248433d1_ex99-1.htm EXHIBIT 99.1

Exhibit 99.1

1. On March 11, 2024, Prime Security Services TopCo (ML), L.P. (“TopCo ML LP”) and Prime Security Services TopCo (ML II), L.P. (“TopCo ML II LP”, and together with TopCo ML LP, the “Apollo Stockholders”), sold an aggregate of 65,000,000 shares of common stock of ADT, Inc. (the “Issuer”), par value $0.01 per share (the “Common Stock”) in connection with an underwritten public offering of the Common Stock of the Issuer pursuant to the prospectus supplement filed March 11, 2024, and accompanying registration statement on Form S-3ASR (File No. 333-277698). The shares were sold at a public offering price per share of $6.50, or a net per share price of $6.22375 after deducting $0.27625 per share of underwriting discounts and commissions. The total 65,000,000 shares consist of (i) 60,739,255 held by TopCo ML LP and (ii) 4,260,745 held by TopCo ML II LP.

2. The shares of common stock reported as beneficially owned following the reported transaction are held of record by the Apollo Stockholders. Prime Security Services TopCo (ML), LLC (“Prime TopCo ML”) serves as the general partner of TopCo ML LP, and Prime Security Services TopCo (ML II), LLC (“Prime TopCo ML II”) serves as the general partner of TopCo ML II LP. Prime Security Services TopCo Parent GP, LLC (“TopCo Parent GP”) serves as the sole member of Prime TopCo ML. AP VIII Prime Security Services Holdings, L.P. (“AP VIII Prime Security LP”) serves as the sole member of TopCo Parent GP.

Prime Security Services GP, LLC (“Prime GP”) serves as the general partner for AP VIII Prime Security LP and as the sole member for Prime TopCo ML II. AP VIII Prime Security Services Management, LLC (“AP VIII Prime Security Management”) serves as the investment manager of AP VIII Prime Security LP and Prime GP. Apollo Management, L.P. (“Apollo Management”) serves as the sole member-manager of AP VIII Prime Security Management. Apollo Management GP, LLC (“Management GP”) serves as the general partner of Apollo Management. Apollo Management Holdings, L.P. (“Management Holdings”) serves as the sole member and manager of Management GP, and Apollo Management Holdings GP, LLC (“Management Holdings GP”) serves as the general partner of Management Holdings.

Each of the Apollo Stockholders, Prime TopCo ML, Prime TopCo ML II, TopCo Parent GP, AP VIII Prime Security LP, Prime GP, AP VIII Prime Security Management, Apollo Management, Management GP, Management Holdings and Management Holdings GP, and Messrs. Marc Rowan, Scott Kleinman, and James Zelter, the managers, as well as executive officers, of Management Holdings GP, each disclaim beneficial ownership of all shares of common stock included in this report, and the filing of this report shall not be construed as an admission that any such person or entity is the beneficial owner of any such securities for purposes of Section 13(d) or 13(g) of the Securities Exchange Act of 1934, as amended, or for any other purpose, except to the extent of their pecuniary interest therein.

The address of each of TopCo ML LP, TopCo ML II LP, Prime TopCo ML, Prime TopCo ML II, TopCo Parent GP, AP VIII Prime Security LP and Prime GP is 100 West Putnam Avenue, Greenwich, Connecticut 06830. The principal business office of each of AP VIII Prime Security Management, Apollo Management, Management GP, Management Holdings and Management Holdings GP is 9 W. 57th Street, 43rd Floor, New York, New York 10019.

EX-99.2 3 tm248433d1_ex99-2.htm EXHIBIT 99.2

Exhibit 99.2

This Statement on Form 4 is filed by: (i) Prime Security Services TopCo (ML), L.P., (ii) Prime Security Services TopCo (ML II), L.P., (iii) Prime Security Services TopCo (ML), LLC, (iv) Prime Security Services TopCo (ML II), LLC, (v) Prime Security Services TopCo Parent GP, LLC, (vi) AP VIII Prime Security Services Holdings, L.P., (vii) Prime Security Services GP, LLC, (viii) AP VIII Prime Security Services Management, LLC, (ix) Apollo Management, L.P., (x) Apollo Management GP, LLC, (xi) Apollo Management Holdings, L.P., and (xii) Apollo Management Holdings GP, LLC.

Name of Designated Filer: Apollo Management Holdings GP, LLC

Date of Event Requiring Statement: March 11, 2024

Issuer Name: ADT, Inc.

Prime Security Services TopCo (ML), L.P.

By:	Prime Security Services TopCo (ML), LLC,
	its general partner

	By:	Prime Security Services TopCo Parent GP, LLC,
		its sole member

		By:	/s/ James Elworth
		Name:	James Elworth
		Title:	Vice President

PRIME SECURITY SERVICES TOPCO (ML II), L.P.

By:	Prime Security Services TopCo (ML II), LLC,
	its general partner

	By:	Prime Security Services GP, LLC,
		its member

		By:	Apollo Advisors VIII, L.P.,
			its sole member

			By:	Apollo Capital Management VIII, LLC,
				its general partner

				By:	/s/ James Elworth
				Name:	James Elworth
				Title:	Vice President

Prime Security Services TopCo (ML), LLC

By:	Prime Security Services TopCo Parent GP, LLC,
	its sole member

	By:	AP VIII Prime Security Services Holdings, L.P.,
		its sole member

		By:	Prime Security Services GP, LLC,
			its general partner

			By:	Apollo Advisors VIII, L.P.,
				its sole member

				By:	Apollo Capital Management VIII, LLC,
					its general partner

		By:	/s/ James Elworth
		Name:	James Elworth
		Title:	Vice President

Prime Security Services TopCo (ML II), LLC

By:	Prime Security Services GP, LLC,
	its sole member

	By:	Apollo Advisors VIII, L.P.,
		its sole member

		By:	Apollo Capital Management VIII, LLC,
			its general partner

			By:	/s/ James Elworth
			Name:	James Elworth
			Title:	Vice President

	Prime Security Services TopCo Parent GP, LLC

	By:	/s/ James Elworth
	Name:	James Elworth
	Title:	Vice President

AP VIII PRIME SECURITY SERVICES HOLDINGS, L.P.

By:	Prime Security Services GP, LLC,
	its general partner

	By:	Apollo Advisors VIII, L.P.,
		its sole member

		By:	Apollo Capital Management VIII, LLC,
			its general partner


		By:	/s/ James Elworth
		Name:	James Elworth
		Title:	Vice President

PRIME SECURITY SERVICES GP, LLC

By:	Apollo Advisors VIII, L.P.,
	its sole member

	By:	Apollo Capital Management VIII, LLC,
		its general partner

		By:	/s/ James Elworth
		Name:	James Elworth
		Title:	Vice President

AP VIII PRIME SECURITY SERVICES MANAGEMENT, LLC

By:	Apollo Management, L.P.
	its sole member

	By:	Apollo Management GP, LLC,
		its general partner

		By:	/s/ James Elworth
		Name:	James Elworth
		Title:	Vice President

APOLLO MANAGEMENT, L.P.

By:	Apollo Management GP, LLC,
	its general partner

	By:	/s/ James Elworth
	Name:	James Elworth
	Title:	Vice President

APOLLO MANAGEMENT GP, LLC

By:	/s/ James Elworth
Name:	James Elworth
Title:	Vice President

APOLLO MANAGEMENT HOLDINGS, L.P.

By:	Apollo Management Holdings GP, LLC,
	its general partner

	By:	/s/ James Elworth
	Name:	James Elworth
	Title:	Vice President

	APOLLO MANAGEMENT HOLDINGS GP, LLC

	By:	/s/ James Elworth
	Name:	James Elworth
	Title:	Vice President