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ADT Inc. (NYSE:ADT) (the "Company" or "ADT"), today announced that its indirect wholly owned subsidiary, The ADT Security Corporation, is proposing to issue and sell $1.0 billion aggregate principal amount of first-priority senior secured notes due 2033 (the "Notes") in an offering that will be exempt from the registration requirements of the Securities Act of 1933, as amended (the "Securities Act") (the "Offering").
The Company intends to use the proceeds from the Offering, together with the proceeds from the incurrence of an additional $300 million principal amount of incremental first lien senior secured term loans and cash on hand, to fund the redemption of all $1.3 billion outstanding 6.250% Second-Priority Senior Secured Notes due 2028 (the "Second-Priority Notes") issued by Prime Security Services Borrower, LLC and Prime Finance Inc., the Company's indirect wholly owned subsidiaries.
The Notes are being offered only to persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A under the Securities Act, and in offshore transactions, only to non-U.S. investors pursuant to Regulation S. The Notes will not be registered under the Securities Act or the securities laws of any other jurisdiction and may not be offered or sold in the United States absent an effective registration statement or an applicable exemption from registration requirements or a transaction not subject to the registration requirements of the Securities Act or any state securities laws.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy any security and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offering, solicitation or sale would be unlawful. This press release is being issued pursuant to and in accordance with Rule 135c under the Securities Act.
Posted In: ADT