{
  "@context": "https://frontierpicks.com/schemas/dossier.v1.json",
  "ticker": "ADT",
  "name": "ADT Inc.",
  "url": "https://frontierpicks.com/dossiers/ADT/",
  "json_url": "https://frontierpicks.com/dossiers/ADT.json",
  "status": "WATCHLIST",
  "current_conviction": "LOW",
  "archetype": {
    "code": "a5",
    "n": 5
  },
  "current_thesis": "ADT Inc. trades as a pending $10.00-per-share cash buyout by Thrive Holdings, so its shares are more likely to lag the S&P 500 than lead it. A rival bid before the go-shop window closes on 28 November 2026 is the one event that would change that.",
  "invalidation_trigger": "A daily close above $10.61, well over the $10.00 cash price, which would show the market pricing a higher bid and the shares leading; a superior proposal or a raised Thrive offer above $10.00 per share would also prove the call wrong.",
  "catalyst_date": "2026-11-28",
  "portfolio": null,
  "pick": null,
  "themes": [
    "m-and-a-special-situations"
  ],
  "tags": [],
  "sources": [],
  "caveats": [],
  "source_links": [
    {
      "title": "ADT Inc. - Form 8-K - FY2026",
      "url": "https://www.sec.gov/Archives/edgar/data/0001703056/000170305626000113/q32026adtearningsrelease-e.htm",
      "date": null
    },
    {
      "title": "ADT Inc. - Form 8-K - FY2026",
      "url": "https://www.sec.gov/Archives/edgar/data/0001703056/000119312526437123/d572133dex991.htm",
      "date": null
    },
    {
      "title": "securitysystemsnews.com",
      "url": "https://www.securitysystemsnews.com/article/adt-reports-q3-revenue-growth-of-4-withdraws-guidance",
      "date": null
    },
    {
      "title": "ADT anticipates deal close in Q1 2027 as it agrees to $10 per share all-cash acquisition by Thrive (NYSE:ADT)",
      "url": "https://seekingalpha.com/news/4663689-adt-anticipates-deal-close-in-q1-2027-as-it-agrees-to-10-per-share-all-cash-acquisition-by",
      "date": null
    },
    {
      "title": "Thrive Holdings to acquire ADT for $7.6 billion in cash deal",
      "url": "https://uk.investing.com/news/stock-market-news/thrive-holdings-to-acquire-adt-for-76-billion-in-cash-deal-93CH-4942173",
      "date": null
    }
  ],
  "evidence": [
    {
      "claim": "Thrive Holdings agreed to acquire ADT for $10.00 per share in cash, about $7.6B equity value and $15.3B enterprise value, a 45.6% premium to the unaffected $6.87 close on 2026-10-27.",
      "source": "ADT 8-K press release (Exhibit 99.1)",
      "as_of": "2026-10-29"
    },
    {
      "claim": "ADT owes a $227M termination fee for a superior proposal, reduced to $114M if signed during the go-shop or with a qualifying bidder during the extension.",
      "source": "ADT Form 8-K, merger agreement summary",
      "as_of": "2026-10-29"
    },
    {
      "claim": "Thrive Holdings owes ADT a $473M reverse termination fee in certain cases, including failure to close when required; the deal has no financing condition.",
      "source": "ADT Form 8-K, merger agreement summary",
      "as_of": "2026-10-29"
    },
    {
      "claim": "Q3 2026 revenue $1,349M, up 4% year on year; adjusted EPS $0.24 against a $0.23 consensus estimate.",
      "source": "ADT Q3 2026 earnings release (8-K); Benzinga",
      "as_of": "2026-11-03"
    },
    {
      "claim": "Q3 2026 adjusted EBITDA $665M, down 2%, margin 49% vs 52%; recurring monthly revenue $360M, down 1%; trailing 12-month gross attrition 13.1% vs 13.0%.",
      "source": "ADT Q3 2026 earnings release (8-K)",
      "as_of": "2026-11-03"
    },
    {
      "claim": "ADT withdrew previously issued financial guidance and will not provide guidance while the Thrive transaction is pending.",
      "source": "ADT Q3 2026 earnings release (8-K)",
      "as_of": "2026-11-03"
    },
    {
      "claim": "Apollo Global Management committed about $9.6B of debt financing for Thrive Holdings' acquisition of ADT.",
      "source": "fiscal.ai news report",
      "as_of": "2026-11-03"
    },
    {
      "claim": "Investor rights law firms announced investigations into the proposed acquisition, citing possible breaches of fiduciary duty.",
      "source": "fiscal.ai news report",
      "as_of": "2026-10-30"
    }
  ],
  "view_changes": [],
  "frame": null,
  "filed_numbers": {
    "as_of": "2026-11-13",
    "sector": "Industrials",
    "financials": {
      "status": "ok",
      "reason": null,
      "close_date": "2026-11-13",
      "latest_quarter": "2026-09-30",
      "figures": {
        "revenue": {
          "status": "ok",
          "quarters": [
            {
              "end": "2026-09-30",
              "filed": "2026-11-03",
              "restated": null,
              "value_musd": 1349,
              "yoy_pct": 3.9
            },
            {
              "end": "2026-06-30",
              "filed": "2026-07-30",
              "restated": null,
              "value_musd": 1312.3,
              "yoy_pct": 2
            },
            {
              "end": "2026-03-31",
              "filed": "2026-04-30",
              "restated": null,
              "value_musd": 1278.5,
              "yoy_pct": 0.9
            },
            {
              "end": "2025-12-31",
              "filed": "2026-03-02",
              "restated": null,
              "value_musd": 1276.1,
              "yoy_pct": 1.2
            },
            {
              "end": "2025-09-30",
              "filed": "2025-11-04",
              "restated": null,
              "value_musd": 1298,
              "yoy_pct": 4.4
            },
            {
              "end": "2025-06-30",
              "filed": "2025-07-24",
              "restated": null,
              "value_musd": 1287,
              "yoy_pct": 6.8
            }
          ]
        },
        "gross_margin": {
          "status": "not reported"
        },
        "operating_margin": {
          "status": "ok",
          "quarters": [
            {
              "end": "2026-09-30",
              "filed": "2026-11-03",
              "restated": null,
              "pct": 23
            },
            {
              "end": "2026-06-30",
              "filed": "2026-07-30",
              "restated": null,
              "pct": 24.1
            },
            {
              "end": "2026-03-31",
              "filed": "2026-04-30",
              "restated": null,
              "pct": 25.5
            },
            {
              "end": "2025-12-31",
              "filed": "2026-03-02",
              "restated": null,
              "pct": 26.1
            },
            {
              "end": "2025-09-30",
              "filed": "2025-11-04",
              "restated": null,
              "pct": 24.3
            },
            {
              "end": "2025-06-30",
              "filed": "2025-07-24",
              "restated": null,
              "pct": 26.6
            }
          ]
        },
        "pretax_income": {
          "status": "ok",
          "end": "2026-09-30",
          "filed": "2026-11-03",
          "value_musd": 209.4
        },
        "net_income": {
          "status": "ok",
          "end": "2026-09-30",
          "filed": "2026-11-03",
          "four_quarters_end": "2026-09-30",
          "value_musd": 150.6,
          "four_quarters_musd": 618.2
        },
        "operating_cash_flow": {
          "status": "ok",
          "end": "2026-09-30",
          "filed": "2026-11-03",
          "first_end": "2025-12-31",
          "value_musd": 2118.5
        },
        "capital_spending": {
          "status": "ok",
          "end": "2026-09-30",
          "filed": "2026-11-03",
          "first_end": "2025-12-31",
          "value_musd": 191
        },
        "free_cash_flow": {
          "status": "ok",
          "end": "2026-09-30",
          "filed": "2026-11-03",
          "first_end": "2025-12-31",
          "value_musd": 1927.5
        },
        "diluted_share_change": {
          "status": "not reported"
        },
        "cash": {
          "status": "ok",
          "end": "2026-09-30",
          "filed": "2026-11-03",
          "value_musd": 228.3
        },
        "debt": {
          "status": "ok",
          "end": "2026-09-30",
          "filed": "2026-11-03",
          "value_musd": 7852.2,
          "composition": "long-term debt"
        },
        "net_cash": {
          "status": "ok",
          "end": "2026-09-30",
          "filed": "2026-11-03",
          "value_musd": -7623.9
        },
        "deferred_revenue": {
          "status": "ok",
          "end": "2026-09-30",
          "filed": "2026-11-03",
          "value_musd": 2272.4,
          "yoy_pct": -2.7
        },
        "backlog": {
          "status": "ok",
          "end": "2026-09-30",
          "filed": "2026-11-03",
          "value_musd": 3709,
          "yoy_pct": -0.1
        },
        "receivables": {
          "status": "ok",
          "end": "2026-09-30",
          "filed": "2026-11-03",
          "value_musd": 373
        },
        "inventory": {
          "status": "not reported"
        },
        "equity": {
          "status": "ok",
          "end": "2026-09-30",
          "filed": "2026-11-03",
          "value_musd": 3640.2
        },
        "market_value": {
          "status": "not available"
        },
        "enterprise_value": {
          "status": "not available"
        },
        "ev_sales": {
          "status": "not available"
        },
        "ev_ebit": {
          "status": "not available"
        },
        "pe": {
          "status": "not available"
        },
        "pb": {
          "status": "not available"
        },
        "fcf_yield": {
          "status": "not available"
        }
      }
    },
    "short_interest": {
      "status": "ok",
      "settlement": "2026-10-15",
      "published": "2026-10-26",
      "short_pct_of_outstanding": null,
      "days_to_cover": 3.4,
      "change_pct": 2.5
    },
    "insiders": {
      "status": "ok",
      "as_of": "2026-11-15",
      "windows": [
        {
          "days": 90,
          "status": "ok",
          "from": "2026-08-18",
          "bought_usd": 0,
          "sold_usd": 0,
          "bought_unpriced": 0,
          "sold_unpriced": 0
        },
        {
          "days": 365,
          "status": "ok",
          "from": "2025-11-16",
          "bought_usd": 526477.65,
          "sold_usd": 0,
          "bought_unpriced": 0,
          "sold_unpriced": 0
        }
      ]
    }
  },
  "body_markdown": "## Current Thesis\nADT Inc. trades as a pending $10.00-per-share cash buyout by Thrive Holdings, so the shares are more likely to lag the S&P 500 than lead it over the next three months. A rival bid before the go-shop window closes on 2026-11-28 is the one event that would change that.\n\nThe shares closed at $9.92 on 2026-11-11, just below the cash price. They have closed between $9.86 and $9.93 in every session from 2026-11-04 to 2026-11-11. That narrow range shows the market pricing the deal to close, with little value assigned to a higher offer.\n\nThird-quarter results on 2026-11-03 removed one risk. Revenue beat estimates and Apollo's debt commitment was reported the same day. The business is steady enough not to threaten the deal. It no longer drives the share price.\n\n## Bull Case\n- **A go-shop bidder pays a small fee.** ADT's 2026-10-29 8-K cuts the termination fee to $114 million for a superior proposal signed during the go-shop, against $227 million otherwise and an equity value of about $7.6 billion. That keeps a rival offer affordable until 2026-11-28, or 2026-12-08 for qualifying bidders.\n- **Quarter beat consensus while the deal is pending.** ADT reported third-quarter revenue of $1.349 billion on 2026-11-03, up 4% from a year earlier, against a $1.322 billion estimate. Adjusted earnings per share were $0.24 against a $0.23 estimate, Benzinga reported.\n- **Financing is committed and large.** Apollo Global Management committed about $9.6 billion of debt financing for the purchase, fiscal.ai reported on 2026-11-03. The 8-K says the deal has no financing condition.\n- **Buyer pays to walk away.** Thrive Holdings owes ADT a $473 million reverse termination fee in certain cases, including a failure to close when required, per the 2026-10-29 8-K.\n\n## Bear Case\n- **Upside is capped at $10.00.** The $9.92 close on 2026-11-11 leaves only a small gap to the cash price. Without a rival bid, the remaining return comes slowly through a closing targeted for the first quarter of 2027.\n- **Recurring revenue is shrinking slightly.** Recurring monthly revenue was $360 million at 2026-09-30, down 1% from a year earlier, and trailing twelve-month gross customer revenue attrition rose to 13.1% from 13.0%, per the 2026-11-03 earnings release. A weakening base gives other bidders little reason to pay more.\n- **Margins slipped in the third quarter.** Adjusted EBITDA (earnings before interest, taxes, depreciation and amortisation) fell 2% to $665 million, and the margin fell to 49% from 52%, per the 2026-11-03 release. ADT also withdrew its guidance and gives none while the deal is pending.\n- **A deal break would reset the price far lower.** The unaffected close was $6.87 on 2026-10-27, per the 8-K. Investor rights law firms announced fiduciary-duty investigations on 2026-10-30, which can slow the proxy timetable.\n\n## Setup & Price Structure\nThe $10.00 cash price is the level that matters. The shares closed at $9.92 on 2026-11-11. The 52-week intraday high is $9.99, set on 2026-10-29, the day the deal was announced. The 52-week closing low is $6.08, on 2026-09-30.\n\nOn adjusted daily closes, the 50-day moving average is $7.36 and the 200-day is $7.08 as of 2026-11-11. The shares are up 33.8% over three months. Both averages still reflect pre-deal trading and say nothing about where the shares go while the deal is pending.\n\nA sustained close above $10.00 would mean traders expect a higher bid. A slide toward the low $9 range would mean doubt about completion, from antitrust review, litigation or financing. The gap below $10.00 has been steady in the sessions since 2026-11-04.\n\n## Catalyst Calendar\n\n- **2026-11-28:** Go-shop window expires (11:59 p.m. New York time). A superior proposal before this deadline carries only a $114M fee and is the main route to value above $10.00 per share.\n- **2026-12-08:** Go-shop extension ends for qualifying bidders. Last date a bidder that proposed during the go-shop can sign at the reduced fee; after it, the $10.00 price is the likely outcome.\n- **~2026-12-15 (est.):** Preliminary proxy filing. Discloses the sale background, how many parties were approached and the stockholder vote timeline.\n- **~2027-03-31 (est.):** Targeted deal closing (first quarter of 2027). Shareholders receive $10.00 in cash and the shares stop trading on the NYSE.\n\n## What Would Change Our Mind\n\nA daily close above $10.61, well over the $10.00 cash price, which would show the market pricing a higher bid and the shares leading; a superior proposal or a raised Thrive offer above $10.00 per share would also prove the call wrong.\n\n## Correlation Notes\nWhile the deal is pending, the shares track the fixed $10.00 payment more than the S&P 500, home-security peers or interest rates. They move with other pending cash takeovers, such as Instacart after DoorDash's $17 billion agreement and Ultralife after its buyout news on 2026-10-28, both reported by Benzinga. These names share one sensitivity: tighter credit or stricter antitrust review would widen their deal spreads together. Because the payoff is mostly fixed, the shares would beat the S&P 500 mainly if the broad market falls.",
  "first_seen": "2026-11-10",
  "last_analyzed": "2026-11-12T03:43:44+00:00",
  "last_synthesized": "2026-11-12",
  "date_modified": "2026-11-12",
  "license": "Content © FrontierPicks. Cite the canonical URL."
}