0001104659-22-112003.txt : 20221027 0001104659-22-112003.hdr.sgml : 20221027 20221027160559 ACCESSION NUMBER: 0001104659-22-112003 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20221025 FILED AS OF DATE: 20221027 DATE AS OF CHANGE: 20221027 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Apollo Management, L.P. CENTRAL INDEX KEY: 0001398053 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38352 FILM NUMBER: 221337368 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 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38352 FILM NUMBER: 221337367 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 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38352 FILM NUMBER: 221337369 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: Apollo Management Holdings, L.P. CENTRAL INDEX KEY: 0001449434 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38352 FILM NUMBER: 221337366 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 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ADT Inc. CENTRAL INDEX KEY: 0001703056 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-DETECTIVE, GUARD & ARMORED CAR SERVICES [7381] 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 tm2229026-1_4seq1.xml OWNERSHIP DOCUMENT X0306 4 2022-10-25 0 0001703056 ADT Inc. ADT 0001449433 Apollo Management Holdings GP, LLC 9 WEST 57TH STREET, 43RD FLOOR NEW YORK NY 10019 0 0 1 0 0001398053 Apollo Management, L.P. 9 WEST 57TH STREET, 43RD FLOOR NEW YORK NY 10019 0 0 1 0 0001413410 Apollo Management GP, LLC 9 WEST 57TH STREET, 43RD FLOOR NEW YORK NY 10019 0 0 1 0 0001449434 Apollo Management Holdings, L.P. 9 WEST 57TH STREET, 43RD FLOOR NEW YORK NY 10019 0 0 1 0 Common Stock 2022-10-25 4 D 0 110627456 9.00 D 719555278 I See footnote See Exhibit 99.1, n. 1 See Exhibit 99.1, n. 2 [see signatures attached as Exhibit 99.2] 2022-10-27 EX-99.1 2 tm2229026d1_ex99-1.htm EXHIBIT 99.1

 

Exhibit 99.1

 

1.       On October 25, 2022, ADT, Inc. (the “Issuer”) accepted 110,627,456 shares of its common stock, par value $0.01 per share tendered by 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”) for $9.00 per share pursuant to a tender offer that commenced on September 12, 2022.

 

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 One Manhattanville Road, Suite 201, Purchase, New York 10577. 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 tm2229026d1_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: October 25, 2022

 

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 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

 

1

 

 

  Prime Security Services TopCo (ML), LLC
   
  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), 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

 

2

 

 

  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 sole member
   
      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

 

3

 

 

  APOLLO MANAGEMENT HOLDINGS GP, LLC
   
  By: /s/ James Elworth
  Name:   James Elworth
  Title:    Vice President

 

4