ADT Inc. filed a current report and soliciting material on October 29, 2026, disclosing that it entered into an Agreement and Plan of Merger with Abode Parent, LLC and its wholly owned subsidiary Abode Merger Sub, Inc., under which each share of ADT common stock would be converted into the right to receive $10.00 in cash.

Key Highlights

  • Merger consideration: Each share of Company Common Stock will be converted into the right to receive $10.00 per share in cash, without interest, according to the filing.
  • Unanimous board approval: The Merger Agreement was unanimously approved by ADT's board of directors, the filing disclosed.
  • Go-Shop Period: The Company may solicit alternative acquisition proposals through midnight New York City time on November 29, 2026.
  • Go-Shop Extension: Certain qualifying third parties identified during the Go-Shop Period may continue negotiations with the Company until December 8, 2026.
  • Stockholder vote required: Consummation of the Merger is subject to approval by the Company's stockholders, among other customary closing conditions.
  • Antitrust review: Closing also requires expiration or early termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976.
  • Dividend restriction: The Merger Agreement prohibits ADT from declaring or paying any dividends in respect of its capital stock prior to closing without Parent's consent.

ADT Merger Agreement with Abode Parent: Key Terms and Conditions

According to the filing, ADT Inc. (NYSE:ADT) entered into the Merger Agreement on October 29, 2026, with Abode Parent, LLC, a Delaware limited liability company, and Abode Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of Parent. Under the agreement, Merger Sub will merge with and into the Company, with ADT continuing as the surviving corporation and becoming a wholly owned subsidiary of Parent. The filing states that the Merger Consideration of $10.00 per share in cash applies to each share of Common Stock and Class B Common Stock issued and outstanding immediately before the effective time, with specified exclusions for shares held by Parent, Merger Sub, treasury shares, or holders properly exercising appraisal rights under Delaware law.

The filing explains that unvested Company Stock Options and unvested Company RSUs outstanding immediately before the effective time will be canceled and converted into the contingent right to receive a cash amount equal to the Merger Consideration (less the per share exercise price in the case of options) multiplied by the applicable share count, subject to existing vesting conditions. Any Company Stock Option with a per share exercise price equal to or greater than the Merger Consideration will be canceled for no consideration, the filing states. Vested awards, by contrast, will be immediately payable at the effective time.

The filing describes a Go-Shop Period running through midnight on November 29, 2026, during which the Company may actively solicit, encourage, or facilitate alternative acquisition proposals and share non-public information with third parties. After that period, customary no-shop restrictions apply, though the Company retains the ability under certain circumstances to engage with unsolicited proposals that the Board determines in good faith, after consultation with financial advisors and outside legal counsel, constitute or could reasonably be expected to lead to a Superior Proposal. The Board also retains the right, prior to stockholder approval, to change its recommendation or terminate the agreement to pursue a Superior Proposal, subject to specified notice and match-right procedures for Parent.

What Was Disclosed

ADT Inc. disclosed on October 29, 2026, that it signed a merger agreement providing for an all-cash acquisition at $10.00 per share, subject to stockholder approval, antitrust clearance, absence of legal restraints, and other customary closing conditions set out in the agreement.