Kirkland & Ellis and Cravath Swaine & Moore have been called in to advise on Thrive Holdings’ $15.3bn acquisition of home security business ADT.
Kirkland advised Thrive on the deal, while Cravath counselled ADT. Thrive will pay ADT stockholders $10 a share, a 45.6% premium on ADT’s closing share price on 27 October. The all-cash transaction values ADT at roughly $7.6bn in equity value and $15.3bn in enterprise value. On completion of the sale, ADT will cease trading on the New York Stock Exchange.
Thrive Holdings is an investment vehicle created by Josh Kushner, brother of Donald Trump’s son-in-law Jared.
The Kirkland team advising Thrive included corporate partners David Feirstein in New York and Houston, Christian Atwood in Boston, Patrick Salvo in Austin and Andrew Norwich in New York.
They were supported by debt finance partners Judson Oswald in New York, Andrew Hurley in Los Angeles, Kendra Armstrong in Dallas and Emerson Almeida in Boston; capital markets partners Josh Korff, Julia Danforth and Alborz Tolou in New York; tax partners Lee Morlock in Chicago and Steven Cantor in Washington DC; and technology and IP transactions practice co-head Seth Traxler in Chicago and partner Amber Harezlak based in Austin and the Bay Area.
The team was completed by executive compensation partner Rohit Nafday in the Bay Area and New York and David Branham in Washington DC, and antitrust and competition partner Andrea Agathoklis Murino in Washington DC.
Kirkland previously advised Thrive in a $2bn fundraise back in August, which also involved Atwood, Morlock and Cantor.
The Cravath team advising ADT was led by M&A partners Robert Townsend III, Michael Mariani and Jin-Kyu Baek; banking partners George Zobitz and Christopher Kelly; capital markets partner Daniel Haaren; tax partner J. Leonard Teti II; executive compensation and benefits partner Matthew Bobby, IP partner Sasha Rosenthal-Larrea and competition partner Noah Joshua Phillips.
ADT said the transaction will combine the company’s 150 years of security experience with Thrive’s long-term capital and engineering capabilities. ADT said the ownership structure will provide the company with greater flexibility to invest in its people and the development of new products and services.
Jim DeVries, chairman, president and CEO of ADT, said: “ADT is pleased to enter into this transaction, which recognises the value built by our more than 12,000 employees and delivers an attractive cash premium to our stockholders.”
Financing commitments for the transaction were provided by funds managed by affiliates of Apollo Global Management. The deal is expected to close in the first quarter of next year, subject to regulatory and ADT shareholder approvals.
Citi and Goldman Sachs served as financial advisers to ADT, while Evercore was financial adviser to Thrive.
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