SEC Comment Letter for ADT Inc. (ADT) (CIK 0001703056) (ADT) — Jul 23, 2019
ADT Inc. (ADT) (CIK 0001703056)
Date: July 23, 2019 · CIK: 0001703056 · Accession: 0000000000-19-011405
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File numbers found in text: 001-38352
Letter
July 23, 2019 Jeffrey Likosar Chief Financial Officer ADT Inc. 1501 Yamato Road Boca Raton, Florida 33431 Re:ADT Inc. Form 10-K for Fiscal Year Ended December 31, 2018 Forms 10-Q for Fiscal Quarter Ended March 31, 2019 Form 8-K filed May 7, 2019 File No. 001-38352 Dear Mr. Likosar: We have reviewed your filings and have the following comments. Please comply with the following comments in future filings. Confirm in writing that you will do so and explain to us how you intend to comply. In some of our comments, we may ask you to provide us with information so we may better understand your disclosure. Please respond to these comments within ten business days by providing the requested information or advise us as soon as possible when you will respond. If you do not believe our comments apply to your facts and circumstances, please tell us why in your response. After reviewing your response to these comments, we may have additional comments. Form 8-K filed May 7, 2019 Net Loss Before Special Items, page 13 1.We note your reconciliation of Net Loss Before Special Items shows a line item labeled, "Other." Given that this line item is over 80% of Net Loss Before Special Items, please disaggregate the line item in your reconciliation. Confirm that your adjustments in "Other" are consistent for periods presented and have not changed from prior presentations of this measure. We refer to Question 100.02 in updated Compliance and Disclosure Interpretations issued on May 17, 2016.
FirstName LastNameJeffrey Likosar Comapany NameADT Inc. July 23, 2019 Page 2 FirstName LastName Jeffrey Likosar ADT Inc. July 23, 2019 Page 2
Form 10-Q for the Quarterly Period Ended March 31, 2019 13. Leases Company as Lessee, page 17 2.We note your disclosure that, “payments that are not fixed at the commencement of the lease are considered variable payments and expensed as incurred.” We also note based on your table on page 18 that variable lease payments were approximately 36% of your total lease cost for the three months ended March 31, 2019. Please tell us and revise your disclosure in future filings, as necessary, to clarify the basis and terms and conditions on which variable lease payments are determined and whether any of your variable payments depend on an index or a rate. Refer to ASC 842-20-50-3(a)(2), ASC 842-10-30-5 and ASC 842-20-25-6. We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. You may contact Inessa Kessman, Senior Staff Accountant at 202-551-3371 or Claire DeLabar, Senior Staff Accountant at 202-551-3349 if you have questions regarding comments on the financial statements and related matters. Sincerely, Division of Corporation Finance Office of Telecommunications
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July 23, 2019
Jeffrey Likosar
Chief Financial Officer
ADT Inc.
1501 Yamato Road
Boca Raton, Florida 33431
Re:ADT Inc.
Form 10-K for Fiscal Year Ended December 31, 2018
Forms 10-Q for Fiscal Quarter Ended March 31, 2019
Form 8-K filed May 7, 2019
File No. 001-38352
Dear Mr. Likosar:
We have reviewed your filings and have the following comments. Please comply with
the following comments in future filings. Confirm in writing that you will do so and explain to
us how you intend to comply. In some of our comments, we may ask you to provide us with
information so we may better understand your disclosure.
Please respond to these comments within ten business days by providing the requested
information or advise us as soon as possible when you will respond. If you do not believe our
comments apply to your facts and circumstances, please tell us why in your response.
After reviewing your response to these comments, we may have additional comments.
Form 8-K filed May 7, 2019
Net Loss Before Special Items, page 13
1.We note your reconciliation of Net Loss Before Special Items shows a line item labeled,
"Other." Given that this line item is over 80% of Net Loss Before Special Items, please
disaggregate the line item in your reconciliation. Confirm that your adjustments in
"Other" are consistent for periods presented and have not changed from prior
presentations of this measure. We refer to Question 100.02 in updated Compliance and
Disclosure Interpretations issued on May 17, 2016.
FirstName LastNameJeffrey Likosar
Comapany NameADT Inc.
July 23, 2019 Page 2
FirstName LastName
Jeffrey Likosar
ADT Inc.
July 23, 2019
Page 2
Form 10-Q for the Quarterly Period Ended March 31, 2019
13. Leases
Company as Lessee, page 17
2.We note your disclosure that, “payments that are not fixed at the commencement of the
lease are considered variable payments and expensed as incurred.” We also note based on
your table on page 18 that variable lease payments were approximately 36% of your total
lease cost for the three months ended March 31, 2019. Please tell us and revise your
disclosure in future filings, as necessary, to clarify the basis and terms and conditions on
which variable lease payments are determined and whether any of your variable payments
depend on an index or a rate. Refer to ASC 842-20-50-3(a)(2), ASC 842-10-30-5 and
ASC 842-20-25-6.
We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.
You may contact Inessa Kessman, Senior Staff Accountant at 202-551-3371 or Claire
DeLabar, Senior Staff Accountant at 202-551-3349 if you have questions regarding comments
on the financial statements and related matters.
Sincerely,
Division of Corporation Finance
Office of Telecommunications