UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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CURRENT REPORT |
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Item 1.01 | Entry into a Material Definitive Agreement. |
Investor Rights Agreement
On December 8, 2021, ADT Inc. (the “Company”) entered into the Investor Rights Agreement (“IRA”) with the members (the “CSG Members”) of Compass Solar Group, LLC, a Delaware limited liability company (“CSG”), and the members (the “Blocker Members”) of each of MGG SPV VIII LLC, a Delaware limited liability company (“SPV VIII”), and MGG SPV VII LLC, a Delaware limited liability company (“SPV VII” and, together with SPV VIII, the “Blockers”), party to the Purchase Agreement, dated November 8, 2021 (the “Purchase Agreement”), by and among the Company, The ADT Security Corporation, CSG, the Blockers, the CSG Members, the Blocker Members, and Compass Group Management, LLC as the Member Representative. The description of the IRA set forth in the Current Report on Form 8-K filed by the Company on November 9, 2021 is incorporated herein.
The foregoing description of the IRA does not purport to be complete and is qualified in its entirety by reference to the full text of the IRA, which will be filed with our Annual Report on Form 10-K for fiscal year 2021.
Item 7.01 | Regulation FD Disclosure. |
On December 9, 2021, the Company issued a press release (the “Press Release”) announcing the closing of the transaction (the “Transaction”) contemplated by the Purchase Agreement. A copy of the Press Release is furnished with this Current Report on Form 8-K as Exhibit 99.1.
The foregoing information (including Exhibit 99.1 hereto) is being furnished under Item 7.01. Such information (including Exhibit 99.1 hereto) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
Exhibit | Description | |
99.1 | Press Release dated December 9, 2021 announcing the closing of the Transaction | |
104 | Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Date: | December 9, 2021 | ADT Inc. | |
By: | /s/ Jeffrey Likosar | ||
Jeffrey Likosar | |||
Chief Financial Officer and President, Corporate Development |