Thrive Holdings Agrees to Buy ADT for $15.3 Billion

Thrive Holdings agreed Thursday to acquire home-security provider ADT Inc. in an all-cash deal valued at about $15.3 billion including debt. The purchase would take ADT private, with shareholders receiving $10 a share if the acquisition closes as planned.

The $15.3 billion figure is the enterprise value, not the amount payable directly to shareholders. The companies put ADT’s equity value at approximately $7.6 billion. Closing is expected in the first quarter of 2027, subject to approval by ADT shareholders and U.S. antitrust authorities.

For ADT, the planned sale would replace public-market ownership with a buyer that says it is prepared to invest over a longer horizon. The agreement also provides a period for ADT to seek competing offers, and the company will remain independent until a purchase is completed.

The $10 Cash Offer and a Window for Competing Bids

ADT’s board unanimously approved the agreement. The $10-per-share price is 45.6% above the company’s unaffected October 27 closing share price of $6.87 and 52.1% above its 30-day volume-weighted average through that date, according to ADT’s official acquisition announcement. Those premiums are measured against prices before the planned sale became public.

The cash consideration gives investors a specified value for their shares rather than stock in the acquiring business. If the purchase closes, ADT will cease being publicly traded on the New York Stock Exchange. Shareholders would not retain an ownership interest in the company’s subsequent performance through their existing ADT stock.

Financing commitments have been provided solely by funds managed by affiliates of Apollo Global Management. ADT said the purchase is not subject to a financing condition, although it still requires shareholder and regulatory approvals. The distinction matters because committed financing and a completed acquisition are not the same thing.

The agreement gives ADT 30 days to solicit proposals from other potential buyers, with the initial window running through 11:59 p.m. New York City time on November 28. Certain bidders that submit proposals before that deadline may qualify for a further 10 days. ADT can end its agreement with Thrive Holdings to pursue a superior proposal, subject to the contractual terms.

The go-shop provision creates a defined opportunity to test whether another buyer will pay more. ADT cautioned that it has no assurance a higher bid will emerge and does not intend to disclose developments during the process unless appropriate or required. Absent another accepted offer or termination of the agreement, Thrive remains the proposed buyer.

What Thrive Holdings Plans to Do With ADT

Thrive Holdings describes itself as a permanent-capital holding company that owns established businesses and works with their employees to develop technology. More than 75 businesses across accounting, IT services and the built environment are already part of its operations. Once acquired, ADT would become the foundation of Thrive’s smart-home security business.

Thrive says its ownership structure allows it to operate businesses over decades without a predetermined exit date. It plans to support ADT’s existing management, invest in products and services, and have its engineers work alongside security professionals. The companies have not specified a budget for those investments or a timetable for particular new offerings.

ADT brings more than 150 years of security experience and a nationwide network of technicians and service professionals. It employs more than 12,000 people, according to the acquisition announcement. Chief Executive Jim DeVries presented the sale as a way to give the business access to capital and technology expertise while delivering a cash premium to shareholders.

Several technology initiatives are already underway at ADT. In its second-quarter earnings report, the company described the launch of ADT Blu, a self-installed security service with optional professional monitoring. It also discussed improvements to its ADT+ platform, Wi-Fi-based presence sensing and AI-assisted customer support. Those projects predate the Thrive agreement; the acquisition announcement did not specify which would receive priority under new ownership.

Customer information is a notable part of the proposal because ADT monitors homes and small businesses. Thrive said ADT’s existing data-protection and privacy policies would remain unchanged, and that no new data sharing would occur without customer permission. These are assurances about the intended future ownership arrangement, not evidence that the takeover has already changed how ADT handles customer data.

ADT’s Operating Results and the Road to Closing

ADT’s latest available quarterly results show why a large base of recurring security revenue may appeal to a long-term owner. Revenue for the three months ended June 30 was $1.312 billion, up 2% from a year earlier. Monitoring and related services contributed $1.082 billion, while installation, products and other services brought in $230 million.

The recurring business also faces retention pressure. ADT reported $360 million in recurring monthly revenue at quarter-end, down 1% from the prior year, and gross customer revenue attrition of 13.1%, compared with 12.8% a year earlier. The figures show that overall revenue growth has not translated into growth in the company’s monthly recurring revenue base.

Cash generation was stronger. ADT produced $666 million in operating cash flow for the quarter, up 18%, and reported $406 million in adjusted free cash flow including interest-rate swaps, an increase of 48%. The latter is a company-defined non-GAAP measure. ADT attributed part of the improvement to lower cash taxes, working-capital management and reduced spending on subscriber acquisition.

The company also repurchased 68 million shares for $478 million during the quarter, including shares acquired in connection with a secondary offering by Apollo. ADT said that offering left Apollo with no remaining common-stock position. Apollo-related funds are now supplying the financing commitments for Thrive’s proposed purchase, a different role from owning ADT shares directly.

For now, the acquisition remains subject to the usual hurdles, including a shareholder vote and U.S. antitrust approval. A competing offer, an unmet closing requirement or other developments could affect the timetable. ADT has said it will continue to operate independently until closing, after which its stock would be delisted.

The next scheduled financial update is ADT’s third-quarter report on November 3, ahead of the U.S. market open. A 10 a.m. Eastern Time conference call is planned, but the company said it will not take questions because of the proposed acquisition. The go-shop period is scheduled to end later in November, with the parties targeting the first quarter of 2027 for completion.