Release – Cadent, LLC Completes Acquisition of AdTheorent Holding Company, Inc.

Research News and Market Data on ADTH

Jun 21, 2024

PDF Version

NEW YORK, June 21, 2024 (GLOBE NEWSWIRE) — AdTheorent Holding Company, Inc. (“AdTheorent” or the “Company”) (Nasdaq: ADTH), a machine learning pioneer delivering measurable value for programmatic advertisers, today announced that Cadent, LLC, a leading provider of platform-based converged TV advertising solutions and a portfolio company of Novacap, one of North America’s established private equity firms, completed its acquisition of AdTheorent for $3.21 per share in an all-cash transaction that valued AdTheorent at approximately $324 million.

With the completion of the transaction, AdTheorent’s common stock has ceased trading and is no longer listed on the Nasdaq Stock Market and will not trade in any other public market.

Advisors:

Canaccord Genuity acted as financial advisor and McDermott Will & Emery LLP acted as legal counsel to AdTheorent in connection with the transaction. Moelis & Company LLC acted as lead financial advisor, and Baker Botts LLP provided legal counsel, to Cadent.

About AdTheorent:

AdTheorent uses advanced machine learning technology to deliver impactful advertising campaigns for marketers. AdTheorent’s advanced machine learning-powered media buying platform powers its predictive targeting, predictive audiences audience extension solutions and in-house creative capability, Studio A\T. Focused on the predictive value of machine learning models, AdTheorent’s product suite and flexible transaction models allow advertisers to identify the most qualified potential consumers coupled with the optimal creative experience to deliver superior results, measured by each advertiser’s real-world business goals. AdTheorent is headquartered in New York, with fourteen locations across the United States and Canada.

AdTheorent is consistently recognized with numerous technology, product, growth and workplace awards. AdTheorent was named “Best AdTech Platform” in the 2024 Digiday Media Awards and was honored with an AI Breakthrough Award and “Most Innovative Product” (B.I.G. Innovation Awards) for six consecutive years. Additionally, AdTheorent is the only seven-time recipient of Frost & Sullivan’s “Digital Advertising Leadership Award.” In September 2023, evidencing its continued prioritization of its team, AdTheorent was named a Crain’s Top 100 Best Place to Work in NYC for the tenth consecutive year. AdTheorent ranked tenth in the Large Employer Category and 26th Overall in 2023. For more information, visit adtheorent.com.

About Cadent:

Cadent connects the TV advertising ecosystem. Cadent helps advertisers and publishers identify and understand audiences, activate campaigns, and measure what matters – across any TV content or device. Aperture, the company’s converged TV platform, simplifies cross-screen advertising through a streamlined workflow that brings together identity, data, and inventory with hundreds of integrated partners. For more information, visit cadent.tv.

About Novacap:

Founded in 1981, Novacap is a leading North American private equity firm with over C$8B of AUM that has invested in more than 100 platform companies and completed more than 150 add-on acquisitions. Applying its sector-focused approach since 2007 in Industries, TMT, Financial Services, and Digital Infrastructure, Novacap’s deep domain expertise can accelerate company growth and create long-term value. With experienced, dedicated investment and operations teams as well as substantial capital, Novacap has the resources and knowledge that help build world-class businesses. Novacap has offices in Montreal, Toronto, and New York.

For more information, please visit www.novacap.ca.

Investor Contact:

David DeStefano, ICR
AdTheorentIR@icrinc.com
(203) 682-8383

Press Contact:

Melanie Berger, AdTheorent
melanie@adtheorent.com
(850) 567-0082

Release – AdTheorent Named Best AdTech Platform in 2024 Digiday Media Awards

Research News and Market Data on ADTH

May 22, 2024

NEW YORK, May 22, 2024 /PRNewswire/ — AdTheorent Holding Company, Inc. (Nasdaq: ADTH), a machine learning pioneer using privacy-forward solutions to deliver measurable value for programmatic advertisers, today announced that it has been named “Best AdTech Platform” in the 2024 Digiday Media Awards. The Digiday Media Awards honor the companies that are modernizing digital media.

AdTheorent named  “Best AdTech Platform” in the 2024 Digiday Media Awards.

   

AdTheorent is a digital media platform with transformational privacy-forward methods to execute high-performing programmatic digital advertising campaigns for brand and agency customers. Rather than focusing on targeting user IDs, AdTheorent uses advanced data science and machine learning to score ad impressions based on the statistical likelihood that serving ads on such impressions will yield desired campaign business goals. AdTheorent builds custom machine learning models for each campaign goal and deploys them to the platform for automated execution and optimization. In addition, AdTheorent’s groundbreaking algorithm-based and ID-independent audience targeting solution has re-conceptualized what a targetable digital audience can be, leveraging advanced algorithms – not user IDs – to focus campaign delivery within each advertiser’s desired target audience while driving performance. AdTheorent’s privacy-forward approach to digital advertising and its ability to drive superior performance for advertisers sets the company apart from others in the industry. 

“AdTheorent brings a foundationally different approach to programmatic advertising which drives business outcomes for advertisers in a privacy-forward and efficient manner. We remain committed to building and enhancing the most advanced and differentiated machine learning-powered advertising technology and solutions ever deployed in market,” said Jim Lawson, CEO of AdTheorent. “We are honored to win the Digiday Media Award for ‘Best AdTech Platform’ and thank the judges for this valuable recognition.”

The 2024 Digiday Media Awards recognize companies that are modernizing the digital media industry through technology, partnerships, and innovation. Digiday’s panel of industry-leading judges evaluated hundreds of entries to identify the companies or campaigns that clearly demonstrate success based on the following criteria: Innovation, Creativity, Consumer Value, Results and Overall. Digiday’s awards programs are some of the most influential in the industry.

For more information about AdTheorent’s approach, click here.

About AdTheorent
AdTheorent (Nasdaq: ADTH) uses advanced machine learning technology and privacy-forward solutions to deliver impactful advertising campaigns for marketers. AdTheorent’s machine learning-powered media buying platform powers its predictive targeting, predictive audiences, geo-intelligence, audience extension solutions and in-house creative capability, Studio A\T. Leveraging only non-sensitive data and focused on the predictive value of machine learning models, AdTheorent’s product suite and flexible transaction models allow advertisers to identify the most qualified potential consumers coupled with the optimal creative experience to deliver superior results, measured by each advertiser’s real-world business goals. 

AdTheorent is consistently recognized with numerous technology, product, growth and workplace awards. AdTheorent was named “Best Buy-Side Programmatic Platform” in the 2023 Digiday Technology Awards and was honored with an AI Breakthrough Award and “Most Innovative Product” (B.I.G. Innovation Awards) for five consecutive years. Additionally, AdTheorent is the only seven-time recipient of Frost & Sullivan’s “Digital Advertising Leadership Award.” AdTheorent is headquartered in New York, with fourteen locations across the United States and Canada. For more information, visit adtheorent.com.

(PRNewsfoto/AdTheorent, Inc.)

   

Cision View original content to download multimedia:https://www.prnewswire.com/news-releases/adtheorent-named-best-adtech-platform-in-2024-digiday-media-awards-302152145.html

SOURCE AdTheorent

Melanie Berger, AdTheorent, melanie@adtheorent.com, 850-567-0082

Release – AdTheorent Holding Company, Inc. Announces Withdrawal of Acquisition Proposal from Third Party and Next Steps in Cadent Transaction

Research News and Market Data on ADTH

May 16, 2024

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NEW YORK, May 16, 2024 (GLOBE NEWSWIRE) — AdTheorent Holding Company, Inc. (“AdTheorent” or the “Company”) (Nasdaq: ADTH), a machine learning pioneer delivering measurable value for programmatic advertisers, today announced that the third party that had submitted a non-binding acquisition proposal to acquire the Company for $3.35 per share has withdrawn such proposal, and has informed the Company that it does not intend to submit another acquisition proposal. This proposal had been submitted during the go-shop period that followed AdTheorent’s announcement of the execution of a definitive merger agreement (the “Merger Agreement”) pursuant to which Cadent, LLC (“Cadent”), a leading provider of platform-based converged TV advertising solutions and a portfolio company of Novacap, one of North America’s established private equity firms, agreed to acquire all outstanding shares of AdTheorent common stock for $3.21 per share in cash, or approximately $324 million. 

The Company recently disclosed that the waiting period under the Hart-Scott-Rodino (“HSR”) Antitrust Improvements Act of 1976 expired on May 6, 2024. Expiration of the HSR waiting period was a condition to the closing of the pending transaction with Cadent.

The Company and Cadent continue to remain subject to the Merger Agreement, and pursuant thereto, the Company intends to mail as promptly as reasonably practicable a definitive proxy statement to its stockholders in connection with a special meeting of stockholders to approve the Cadent transaction.   

About AdTheorent:

AdTheorent uses advanced machine learning technology and privacy-forward solutions to deliver impactful advertising campaigns for marketers. AdTheorent’s advanced machine learning-powered media buying platform powers its predictive targeting, predictive audiences, geo-intelligence, audience extension solutions and in-house creative capability, Studio A\T. Focused on the predictive value of machine learning models, AdTheorent’s product suite and flexible transaction models allow advertisers to identify the most qualified potential consumers coupled with the optimal creative experience to deliver superior results, measured by each advertiser’s real-world business goals. AdTheorent is headquartered in New York, with fourteen locations across the United States and Canada.

AdTheorent is consistently recognized with numerous technology, product, growth and workplace awards. AdTheorent was named “Best Buy-Side Programmatic Platform” in the 2023 Digiday Technology Awards and was honored with an AI Breakthrough Award and “Most Innovative Product” (B.I.G. Innovation Awards) for six consecutive years. Additionally, AdTheorent is the only seven-time recipient of Frost & Sullivan’s “Digital Advertising Leadership Award.” In September 2023, evidencing its continued prioritization of its team, AdTheorent was named a Crain’s Top 100 Best Place to Work in NYC for the tenth consecutive year. AdTheorent ranked tenth in the Large Employer Category and 26th Overall in 2023. For more information, visit adtheorent.com.

Additional Information and Where to Find It:

This release may be deemed to be solicitation material in respect of the transaction contemplated by the Merger Agreement (the “proposed merger”). In connection with the proposed merger, the Company filed its Preliminary Proxy Statement on April 30, 2024. This communication is not a substitute for the Preliminary Proxy Statement or any other document that AdTheorent may file with the SEC or send to its stockholders in connection with the proposed merger. When the Company files its proxy statement in definitive form (the “Definitive Proxy Statement”) with the SEC, the Company will mail the Definitive Proxy Statement and a proxy card to each stockholder entitled to vote at the special meeting relating to the proposed merger. INVESTORS AND STOCKHOLDERS OF THE COMPANY ARE URGED TO READ ALL RELEVANT DOCUMENTS FILED WITH THE SEC, INCLUDING THE COMPANY’S DEFINITIVE PROXY STATEMENT (WHEN AVAILABLE), BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED MERGER. Investors and security holders are or will be able to obtain the documents (when available) free of charge at the SEC’s website at www.sec.gov, or free of charge from the Company by directing a request to David DeStefano, Investor Relations at AdTheorentIR@icrinc.com or (203) 682-8383.

Participants in the Solicitation:

AdTheorent, Cadent, and their respective directors, executive officers and other members of management and employees, under SEC rules, may be deemed to be “participants” in the solicitation of proxies from stockholders of AdTheorent in favor of the proposed merger. Additional information about AdTheorent’s directors and executive officers is set forth in AdTheorent’s Form 10-K/A for the year ended December 31, 2023, which was filed with the SEC on April 25, 2024 (the “Form 10-K/A”). To the extent holdings of AdTheorent’s securities by its directors or executive officers have changed since the amounts set forth in the Form 10-K/A, such changes have been or will be reflected on Initial Statements of Beneficial Ownership on Form 3 or Statements of Change in Ownership on Form 4 filed with the SEC. Additional information concerning the interests of AdTheorent’s participants in the solicitation, which may, in some cases, be different than those of AdTheorent’s stockholders generally, will be set forth in the Definitive Proxy Statement relating to the proposed merger when it becomes available.

No Offer or Solicitation:

This release is not intended to and shall not constitute an offer to buy or sell or the solicitation of an offer to buy or sell any securities, or a solicitation of any vote or approval, nor shall there be any offer, solicitation or sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made in the United States absent registration under the Securities Act of 1933, as amended, or pursuant to an exemption from, or in a transaction not subject to, such registration requirements.

Forward Looking Statements:

This release contains “forward-looking statements” within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements include, without limitation, any statement that may predict, forecast, indicate or imply future results, performance or achievements, and may contain words such as “believe,” “anticipate,” “expect,” “estimate,” “intend,” “project,” “plan,” or words or phrases with similar meaning. Such statements may also include statements regarding the completion of the proposed merger and the expected timing of the completion of the proposed merger, the management of AdTheorent upon completion of the proposed merger and AdTheorent’s plans upon completion of the proposed merger. Forward-looking statements should not be read as a guarantee of future performance or results and will not necessarily be accurate indications of the times at, or by, which such performance or results will be achieved. Forward-looking statements are based on current expectations, forecasts and assumptions that involve risks and uncertainties, including, but not limited to, the market for programmatic advertising developing slower or differently than AdTheorent’s expectations, the demands and expectations of clients and the ability to attract and retain clients and other economic, competitive, governmental and technological factors outside of AdTheorent’s control, that may cause AdTheorent’s business, strategy or actual results to differ materially from the forward-looking statements. Actual future results, performance or achievements may differ materially from historical results or those anticipated depending on a variety of factors, some of which are beyond the control of AdTheorent, including, but not limited to, the occurrence of any event, change or other circumstances that could give rise to the termination of the Merger Agreement, including under circumstances that would require the Company to pay a termination fee; the inability to complete the proposed merger due to the failure to obtain stockholder approval for the proposed merger or the failure to satisfy other conditions to completion of the proposed merger; risks related to disruption of management’s attention from AdTheorent’s ongoing business operations due to the proposed merger; unexpected costs, charges or expenses resulting from the proposed merger; AdTheorent’s ability to retain and hire key personnel in light of the proposed merger; certain restrictions during the pendency of the proposed merger that may impact AdTheorent’s ability to pursue certain business opportunities or strategic transactions; the ability of the buyer to obtain the necessary financing arrangements set forth in the commitment letters received in connection with the proposed merger; potential litigation relating to the proposed merger that could be instituted against the parties to the Merger Agreement or their respective directors, managers or officers, including the effects of any outcomes related thereto; the effect of the announcement of the proposed merger on AdTheorent’s relationships with its customers, operating results and business generally; and the risk that the proposed merger will not be consummated in a timely manner, if at all. AdTheorent refers you to the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of the Company’s Form 10-K for the fiscal year ended December 31, 2023, and comparable sections of the Company’s Quarterly Reports on Form 10-Q and other filings, which have been filed with the SEC and are available on the SEC’s website at www.sec.gov. All of the forward-looking statements made in this report are expressly qualified by the cautionary statements contained or referred to herein. The actual results or developments anticipated may not be realized or, even if substantially realized, they may not have the expected consequences to or effects on AdTheorent or its business or operations. Readers are cautioned not to rely on the forward-looking statements contained in this report. Forward-looking statements speak only as of the date they are made and AdTheorent does not undertake any obligation to update, revise or clarify these forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required by applicable law.

Investor Contact:

David DeStefano, ICR
AdTheorentIR@icrinc.com
(203) 682-8383

Press Contact:

Melanie Berger, AdTheorent
melanie@adtheorent.com
(850) 567-0082

Release – AdTheorent Holding Company, Inc. Announces Expiration of “Go-Shop” Period Contained in Previously Announced Merger Agreement and Receipt of Acquisition Proposal

Research News and Market Data on ADTH

May 6, 2024

PDF Version

NEW YORK, May 06, 2024 (GLOBE NEWSWIRE) — AdTheorent Holding Company, Inc. (“AdTheorent” or the “Company”) (Nasdaq: ADTH), a machine learning pioneer delivering measurable value for programmatic advertisers, today announced the expiration of the 33-day “go-shop” period pursuant to the terms of the previously announced definitive merger agreement (the “Merger Agreement”) pursuant to which Cadent, LLC (“Cadent”), a leading provider of platform-based converged TV advertising solutions and a portfolio company of Novacap, one of North America’s established private equity firms, agreed to acquire all outstanding shares of AdTheorent common stock for $3.21 per share in cash, or approximately $324 million. The “go-shop” period expired at 11:59 p.m. Eastern Time on May 4, 2024.

During the go-shop period, AdTheorent received one acquisition proposal (the “Go-Shop Proposal”) from a third-party (the “Go-Shop Party”), pursuant to which the Go-Shop Party proposed to acquire all outstanding shares of AdTheorent common stock for $3.35 per share in cash. The Go-Shop Proposal is non-binding and subject to the completion of confirmatory due diligence, as well as the negotiation of a definitive merger agreement with the Go-Shop Party. On May 6, 2024, AdTheorent’s board of directors determined, in accordance with the Merger Agreement, that the Go-Shop Proposal would reasonably be expected to lead to a Superior Company Proposal (as defined in the Merger Agreement), and provided Cadent with written notice of the Go-Shop Proposal. The Merger Agreement permits AdTheorent, following the delivery of such notice, to engage in further discussions and negotiations with the Go-Shop Party, and to continue to take any other actions that were permitted during the go-shop period, in response to the Go-Shop Proposal.

If and when AdTheorent notifies Cadent that the board of directors has determined that the Go-Shop Proposal constitutes a Superior Company Proposal, and that it intends to terminate the Merger Agreement in favor of the Go-Shop Proposal, Cadent will be entitled to certain “match rights” under the Merger Agreement prior to any such termination. There is no assurance that AdTheorent’s receipt of the Go-Shop Proposal will lead to a Superior Company Proposal or an alternative transaction with the Go-Shop Party in lieu of the existing transaction with Cadent.

At this time, the Company remains subject to the Merger Agreement, the provisions of which will remain in effect unless and until the Merger Agreement is terminated. The Board has not made an “Adverse Recommendation Change” (as defined in the Merger Agreement). The Company does not intend to disclose further developments with respect to this process unless and until it determines it is appropriate to do so, subject to the terms of the Merger Agreement.

About AdTheorent:

AdTheorent uses advanced machine learning technology and privacy-forward solutions to deliver impactful advertising campaigns for marketers. AdTheorent’s advanced machine learning-powered media buying platform powers its predictive targeting, predictive audiences, geo-intelligence, audience extension solutions and in-house creative capability, Studio A\T. Focused on the predictive value of machine learning models, AdTheorent’s product suite and flexible transaction models allow advertisers to identify the most qualified potential consumers coupled with the optimal creative experience to deliver superior results, measured by each advertiser’s real-world business goals. AdTheorent is headquartered in New York, with fourteen locations across the United States and Canada.

AdTheorent is consistently recognized with numerous technology, product, growth and workplace awards. AdTheorent was named “Best Buy-Side Programmatic Platform” in the 2023 Digiday Technology Awards and was honored with an AI Breakthrough Award and “Most Innovative Product” (B.I.G. Innovation Awards) for six consecutive years. Additionally, AdTheorent is the only seven-time recipient of Frost & Sullivan’s “Digital Advertising Leadership Award.” In September 2023, evidencing its continued prioritization of its team, AdTheorent was named a Crain’s Top 100 Best Place to Work in NYC for the tenth consecutive year. AdTheorent ranked tenth in the Large Employer Category and 26th Overall in 2023. For more information, visit adtheorent.com.

Additional Information and Where to Find It:

This release may be deemed to be solicitation material in respect of the transaction contemplated by the Merger Agreement (the “proposed merger”). In connection with the proposed merger, the Company filed its Preliminary Proxy Statement on April 30, 2024. This communication is not a substitute for the Preliminary Proxy Statement or any other document that AdTheorent may file with the SEC or send to its stockholders in connection with the proposed merger. If and when the Company files its proxy statement in definitive form (the “Definitive Proxy Statement”) with the SEC, the Company will mail the Definitive Proxy Statement and a proxy card to each stockholder entitled to vote at the special meeting relating to the proposed merger. INVESTORS AND STOCKHOLDERS OF THE COMPANY ARE URGED TO READ ALL RELEVANT DOCUMENTS FILED WITH THE SEC, INCLUDING THE COMPANY’S DEFINITIVE PROXY STATEMENT (IF AND WHEN AVAILABLE), BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED MERGER. Investors and security holders are or will be able to obtain the documents (if and when available) free of charge at the SEC’s website at www.sec.gov, or free of charge from the Company by directing a request to April Scee, Investor Relations at AdTheorentIR@icrinc.com or (646) 277-1219.

Participants in the Solicitation:

AdTheorent, Cadent, and their respective directors, executive officers and other members of management and employees, under SEC rules, may be deemed to be “participants” in the solicitation of proxies from stockholders of AdTheorent in favor of the proposed merger. Additional information about AdTheorent’s directors and executive officers is set forth in AdTheorent’s Form 10-K/A for the year ended December 31, 2023, which was filed with the SEC on April 25, 2024 (the “Form 10-K/A”). To the extent holdings of AdTheorent’s securities by its directors or executive officers have changed since the amounts set forth in the Form 10-K/A, such changes have been or will be reflected on Initial Statements of Beneficial Ownership on Form 3 or Statements of Change in Ownership on Form 4 filed with the SEC. Additional information concerning the interests of AdTheorent’s participants in the solicitation, which may, in some cases, be different than those of AdTheorent’s stockholders generally, will be set forth in the Definitive Proxy Statement relating to the proposed merger if and when it becomes available.

No Offer or Solicitation:

This release is not intended to and shall not constitute an offer to buy or sell or the solicitation of an offer to buy or sell any securities, or a solicitation of any vote or approval, nor shall there be any offer, solicitation or sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made in the United States absent registration under the Securities Act of 1933, as amended, or pursuant to an exemption from, or in a transaction not subject to, such registration requirements.

Forward Looking Statements:

This release contains “forward-looking statements” within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements include, without limitation, any statement that may predict, forecast, indicate or imply future results, performance or achievements, and may contain words such as “believe,” “anticipate,” “expect,” “estimate,” “intend,” “project,” “plan,” or words or phrases with similar meaning. Such statements may also include statements regarding the completion of the proposed merger and the expected timing of the completion of the proposed merger, the management of AdTheorent upon completion of the proposed merger and AdTheorent’s plans upon completion of the proposed merger. Forward-looking statements should not be read as a guarantee of future performance or results and will not necessarily be accurate indications of the times at, or by, which such performance or results will be achieved. Forward-looking statements are based on current expectations, forecasts and assumptions that involve risks and uncertainties, including, but not limited to, the market for programmatic advertising developing slower or differently than AdTheorent’s expectations, the demands and expectations of clients and the ability to attract and retain clients and other economic, competitive, governmental and technological factors outside of AdTheorent’s control, that may cause AdTheorent’s business, strategy or actual results to differ materially from the forward-looking statements. Actual future results, performance or achievements may differ materially from historical results or those anticipated depending on a variety of factors, some of which are beyond the control of AdTheorent, including, but not limited to, the occurrence of any event, change or other circumstances that could give rise to the termination of the Merger Agreement, including under circumstances that would require the Company to pay a termination fee; the inability to complete the proposed merger due to the failure to obtain stockholder approval for the proposed merger or the failure to satisfy other conditions to completion of the proposed merger; risks related to disruption of management’s attention from AdTheorent’s ongoing business operations due to the proposed merger; unexpected costs, charges or expenses resulting from the proposed merger; AdTheorent’s ability to retain and hire key personnel in light of the proposed merger; certain restrictions during the pendency of the proposed merger that may impact AdTheorent’s ability to pursue certain business opportunities or strategic transactions; the ability of the buyer to obtain the necessary financing arrangements set forth in the commitment letters received in connection with the proposed merger; potential litigation relating to the proposed merger that could be instituted against the parties to the Merger Agreement or their respective directors, managers or officers, including the effects of any outcomes related thereto; the effect of the announcement of the proposed merger on AdTheorent’s relationships with its customers, operating results and business generally; and the risk that the proposed merger will not be consummated in a timely manner, if at all. AdTheorent refers you to the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of the Company’s Form 10-K for the fiscal year ended December 31, 2023, and comparable sections of the Company’s Quarterly Reports on Form 10-Q and other filings, which have been filed with the SEC and are available on the SEC’s website at www.sec.gov. All of the forward-looking statements made in this report are expressly qualified by the cautionary statements contained or referred to herein. The actual results or developments anticipated may not be realized or, even if substantially realized, they may not have the expected consequences to or effects on AdTheorent or its business or operations. Readers are cautioned not to rely on the forward-looking statements contained in this report. Forward-looking statements speak only as of the date they are made and AdTheorent does not undertake any obligation to update, revise or clarify these forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required by applicable law.

Investor Contact:
David DeStefano, ICR
AdTheorentIR@icrinc.com
(203) 682-8383

Press Contact:
Melanie Berger, AdTheorent
melanie@adtheorent.com
(850) 567-0082

AdTheorent (ADTH) – Fundamentals Appear Favorable


Friday, May 03, 2024

Michael Kupinski, Director of Research, Equity Research Analyst, Digital, Media & Technology , Noble Capital Markets, Inc.

Patrick McCann, CFA, Research Analyst, Noble Capital Markets, Inc.

Refer to the full report for the price target, fundamental analysis, and rating.

Q1 results in line. The company reported Q1 revenue of $34.9 million, in line with our forecast of $35.0 million. Adj. EBITDA for the quarter was $0.2 million, compared with our forecast of $0.5 million as illustrated in Figure #1 Results. Notably, total customers in the quarter increased 95% over the prior year period. 

Definitive merger agreement. On April 1, 2024, the company announced it had entered into a definitive merger agreement to be acquired by privately held Cadent, LLC, a subsidiary of Novacap, for $324 million. The merger is an all cash transaction at $3.21 per share. Notably, the merger agreement includes a 33-day go-shop period, which allows the company to solicit alternative acquisition proposals until its expiration at 11:59 pm ET on May 4. 


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Release – AdTheorent and Miles Partnership Use Machine Learning-Powered Predictive Advertising to Drive In-Market Sales and Return on Ad Spend for VISIT FLORIDA

Research News and Market Data on ADTH

Apr 16, 2024

PDF Version

Cross-Device Campaign Drove 363% Sales Lift and $67M in Incremental Sales Resulting in a 513X ROAS

NEW YORK, April 16, 2024 /PRNewswire/ — AdTheorent Holding Company, Inc. (Nasdaq: ADTH), a machine learning pioneer using privacy-forward solutions to deliver measurable value for programmatic advertisers, and Miles Partnership, a strategic marketing company focused exclusively on travel and tourism, today announced campaign results from the VISIT FLORIDA Sun Seekers digital advertising campaign. The campaign goal was to drive visitation to and purchases in Florida, as well as a positive return on ad spend (RoAS). Utilizing AdTheorent’s Destination Sales Lift 360, the campaign drove a 363% sales lift and $67M in incremental in-market sales and yielded an overall campaign RoAS of 513X.

The Approach:
AdTheorent leveraged a mix of cross-device rich media display tactics, targeted using AdTheorent’s advanced predictive advertising platform. AdTheorent developed custom machine learning models fueled by non-individualized statistics to identify and reach consumers with the highest likelihood of visiting Florida and making purchases there.

During the campaign, AdTheorent’s custom predictive models considered hundreds of data signals to engage VISIT FLORIDA’S target audience, which included travel intenders residing in key geographies such as drive markets within 900 miles of the Florida border as well as competitive conquesting markets. AdTheorent’s custom predictive models considered data elements such as ad position, publisher, geo-intelligence, non-individualized user device attributes, location DMA, time of day, connection signal and many others. Additionally, the ML models analyzed real-time contextual signals to target consumers showing travel interest, as well as consumers specifically interested in travelling to alternative destinations. AdTheorent used transaction-based data to optimize campaign performance during the campaign, and, post-campaign, AdTheorent measured the impact of the campaign on sales within the destination, including attributed sales by merchant category (lodging, dining, etc.).

“VISIT FLORIDA is committed to not only driving visitation to Florida, but also showing the value of our marketing efforts and the impact they have on Florida’s tourism economy. Our digital advertising has to work harder for us by providing inspiration to visit and converting to sales,” said VISIT FLORIDA President and CEO Dana Young. “Our partnership with AdTheorent was successful at driving incremental visitation and commercial activity in Florida, measuring sales lift and resulting in an incredible return on ad spend for VISIT FLORIDA.”

The Results:
The campaign was successful in identifying qualified consumers and driving purchases in Florida, resulting in:

  • $67M in incremental sales
  • 363% sales lift compared to the control group
  • 513X total campaign RoAS

Attributed incremental sales by top VISIT FLORIDA partner verticals included:

  1. Restaurants and bars: 27%
  2. Hotels: 17%
  3. Food stores: 12%
  4. Clothing stores: 8%
  5. Interior furnishing stores: 5%

“Driving advanced business outcomes like incremental in-market sales is AdTheorent’s specialty; our machine learning-based media buying platform operates on a massive scale, evaluating millions of impressions per second based on 1000+ data attributes, identifying correlations among past conversions to optimize current ad targeting,” said James Lawson, CEO at AdTheorent. “We are thrilled to collaborate with Miles Partnership and proud that we drove meaningful incremental revenue for VISIT FLORIDA and its partners, delivering a 512.7X return on ad spend.” 

About AdTheorent
AdTheorent (Nasdaq: ADTH) uses advanced machine learning technology and privacy-forward solutions to deliver impactful advertising campaigns for marketers. AdTheorent’s machine learning-powered media buying platform powers its predictive targeting, predictive audiences, geo-intelligence, audience extension solutions and in-house creative capability, Studio A\T. Leveraging only non-sensitive data and focused on the predictive value of machine learning models, AdTheorent’s product suite and flexible transaction models allow advertisers to identify the most qualified potential consumers coupled with the optimal creative experience to deliver superior results, measured by each advertiser’s real-world business goals. 

AdTheorent is consistently recognized with numerous technology, product, growth and workplace awards. AdTheorent was named “Best Buy-Side Programmatic Platform” in the 2023 Digiday Technology Awards and was honored with an AI Breakthrough Award and “Most Innovative Product” (B.I.G. Innovation Awards) for five consecutive years. Additionally, AdTheorent is the only seven-time recipient of Frost & Sullivan’s “Digital Advertising Leadership Award.” AdTheorent is headquartered in New York, with fourteen locations across the United States and Canada. For more information, visit adtheorent.com.

About Miles Partnership
Miles Partnership is a strategic marketing consultancy focused exclusively on travel and tourism. The company works with more than 150 destinations, hospitality businesses and other travel industry clients worldwide to develop marketing and management strategies that amplify local experiences, boost visitation, improve community relations and increase overall economic impact. Learn more at www.MilesPartnership.com.

About VISIT FLORIDA
VISIT FLORIDA, the state’s official tourism marketing corporation, serves as Florida’s official source for travel planning to visitors across the globe. VISIT FLORIDA is not a government agency, but rather a not-for-profit corporation created as a public/private partnership by the Florida Legislature in 1996.

Florida’s tourism industry was responsible for welcoming 122 million visitors in 2021, representing a 54 percent increase from 2020. In 2019, Florida visitors contributed $96.5 billion to Florida’s economy and supported over 1.6 million Florida jobs. According to the Office of Economic and Demographic Research, for every $1 the state invests in VISIT FLORIDA, $3.27 in state tax revenue is generated.

Each year, the Florida Legislature appropriates public funding to be allocated for tourism marketing. VISIT FLORIDA is required to match those public funds dollar-for-dollar, which is done by actively recruiting the state’s tourism industry to invest as Partners through cooperative advertising campaigns, promotional programs and many other marketing ventures. Through this public/private partnership, VISIT FLORIDA serves more than 13,000 tourism industry businesses, including major strategic alliance partnerships with Busch Gardens Tampa, Disney Destinations, Experience Kissimmee, Hilton, LEGOLAND Florida Resort, Publix Supermarkets, SeaWorld Parks & Resorts Orlando, and Universal Orlando Resort.

VISIT FLORIDA facilitates tourism industry participation in domestic and international travel trade and consumer shows, as well as media missions to the top global visitor markets. VISIT FLORIDA also works closely with travel agents, tour operators, meeting and event planners, and is responsible for operating Florida’s four Official Welcome Centers.

VISIT FLORIDA has 78 positions in Florida and an international team of contracted staff covering Canada, Germany, Latin America and the United Kingdom. VISIT FLORIDA’s corporate office is located at 101 North Monroe Street, Suite 900, Tallahassee, Florida 32301. The office can be reached at (850) 488-5607.

View original content to download multimedia:https://www.prnewswire.com/news-releases/adtheorent-and-miles-partnership-use-machine-learning-powered-predictive-advertising-to-drive-in-market-sales-and-return-on-ad-spend-for-visit-florida-302118082.html

SOURCE AdTheorent Melanie Berger, AdTheorent, Melanie@adtheorent.com, 850-567-0082

Release – AdTheorent Named “Enabling Tech Company of the Year” in MMA SMARTIES™ X Global Awards

Research News and Market Data on ADTH

Apr 9, 2024

PDF Version

AdTheorent Also Wins Four Campaign-Based MMA SMARTIES™ X Global Awards with Valued Partners The Wine Group, TRG, and Choctaw Casinos & Resorts

NEW YORK, April 9, 2024 /PRNewswire/ — AdTheorent Holding Company, Inc. (Nasdaq: ADTH), a machine learning pioneer using privacy-forward solutions to deliver measurable value for programmatic advertisers, today announced that it was named “Enabling Technology Company of the Year” as part of the MMA SMARTIES™ X Global awards. In addition, AdTheorent won four campaign-specific MMA SMARTIES™ X Global awards with valued partners The Wine Group, TRG, and Choctaw Casinos & Resorts. The prestigious MMA SMARTIES™ X Global awards program recognizes the most innovative and impactful marketing campaigns across the globe, showcasing the brilliance of marketing professionals who push boundaries and redefine industry standards to shape the future of creativity and innovation in marketing. 

   

The SMARTIES X Global 2023 presented 35 Gold, 35 Silver, and 30 Bronze category awards, along with 10 Industry Awards recognizing outstanding achievements across various categories. 

“On behalf of the AdTheorent team, we are honored to be recognized as ‘Enabling Technology Company of the Year’ in the prestigious MMA SMARTIES™ X Global Awards, which is the result of our 12-year commitment to machine-learning based innovation and technological advancement,” said Jim Lawson, CEO of AdTheorent.  “We are also honored to win four campaign-based awards with our innovative partners at The Wine Group and TRG,” said Jim Lawson, CEO of AdTheorent. “AdTheorent’s mission is to make programmatic advertising more valuable and efficient for marketers – and we sincerely thank the esteemed MMA SMARTIES™ GLOBAL X judges for this prestigious recognition.” 

Specifics on AdTheorent’s MMA SMARTIES™ X Global awards include:

INDUSTRY AWARD: This recognition is given to 10 companies that represent inspiring examples of excellence, setting a high standard for the marketing industry:

CAMPAIGN AWARDS:

View the complete MMA SMARTIES™ X Global 2023 Winner Gallery here, and the judges’ roster here.

The SMARTIES™ X Global awards continue to be a beacon of recognition for outstanding marketing achievements, celebrating the individuals and organizations driving meaningful change across the world.

About AdTheorent
AdTheorent (Nasdaq: ADTH) uses advanced machine learning technology and privacy-forward solutions to deliver impactful advertising campaigns for marketers. AdTheorent’s machine learning-powered media buying platform powers its predictive targeting, predictive audiences, geo-intelligence, audience extension solutions and in-house creative capability, Studio A\T. Leveraging only non-sensitive data and focused on the predictive value of machine learning models, AdTheorent’s product suite and flexible transaction models allow advertisers to identify the most qualified potential consumers coupled with the optimal creative experience to deliver superior results, measured by each advertiser’s real-world business goals. 

AdTheorent is consistently recognized with numerous technology, product, growth and workplace awards.  AdTheorent was named “Best Buy-Side Programmatic Platform” in the 2023 Digiday Technology Awards and was honored with an AI Breakthrough Award and “Most Innovative Product” (B.I.G. Innovation Awards) for five consecutive years.  Additionally, AdTheorent is the only seven-time recipient of Frost & Sullivan’s “Digital Advertising Leadership Award.” AdTheorent is headquartered in New York, with fourteen locations across the United States and Canada.  For more information, visit adtheorent.com.

About MMA Global: MMA Global is the leading global trade association for marketers, providing essential resources and expertise to empower marketers to navigate the complex world of Marketing. With a commitment to driving innovation and effectiveness, MMA Global plays a pivotal role in shaping the future of marketing. Find out more about MMA Global at https://www.mmaglobal.com/

About the SMARTIES: SMARTIES is the prestigious marketing awards program hosted by MMA Global, recognizing excellence in Marketing. The SMARTIES Awards celebrate the most innovative and impactful campaigns that push the boundaries of creativity and effectiveness in the dynamic world of mobile marketing.

View original content to download multimedia:https://www.prnewswire.com/news-releases/adtheorent-named-enabling-tech-company-of-the-year-in-mma-smarties-x-global-awards-302111778.html

SOURCE AdTheorent

Melanie Berger, AdTheorent, 850-567-0082, Melanie@adtheorent.com

AdTheorent (ADTH) – Is A Sweetened Offer Possible?


Tuesday, April 02, 2024

Michael Kupinski, Director of Research, Equity Research Analyst, Digital, Media & Technology , Noble Capital Markets, Inc.

Jacob Mutchler, Research Associate, Noble Capital Markets, Inc.

Refer to the full report for the price target, fundamental analysis, and rating.

Definitive merger agreement. On April 1, 2024, the company announced it has entered into a definitive merger agreement to be acquired by privately held Cadent, LLC, a subsidiary of Novacap, for $324 million. The merger is an all cash transaction at $3.21 per share. Notably, the ADTH shares have increased roughly 160% over the past six months and currently trade slightly above the offering price.

Terms of the agreement. The merger agreement includes a 33-day go-shop period, which allows the company to solicit alternative acquisition proposals until its expiration at 11:59 pm ET on May 4. The agreement includes a termination fee of approximately $11.4 million. Importantly, accepting a superior deal during the go-shop window would lower the termination fee to roughly $6.5 million. Pending shareholder approval, the transaction is expected to be completed by the third quarter of 2024.

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Release – AdTheorent Holding Company, Inc. Enters into Agreement to be Acquired by Cadent, LLC for Approximately $324 Million Representing $3.21 Per Share

Research News and Market Data on ADTH

Apr 1, 2024

NEW YORK, April 01, 2024 (GLOBE NEWSWIRE) — AdTheorent Holding Company, Inc. (“AdTheorent” or the “Company”) (Nasdaq: ADTH), a machine learning pioneer delivering measurable value for programmatic advertisers, and Cadent, LLC (“Cadent”), a leading provider of platform-based converged TV advertising solutions and a portfolio company of Novacap, one of North America’s established private equity firms, today announced that they have entered into a definitive agreement under which a wholly owned subsidiary of Cadent will acquire the Company in an all-cash transaction. Upon closing of the transaction, AdTheorent will become a privately held company.

Under the terms of the definitive merger agreement, which has been unanimously approved by AdTheorent’s Board of Directors (the “Board”), the Company’s common stockholders will receive cash consideration of $3.21 per share.   The transaction represents an equity value for the Company of approximately $324 million and represents a 17% premium to the 60-day volume weighted average stock price as of March 28, 2024 and a 27% premium to the 90-day volume weighted average stock price as of March 28, 2024. The definitive merger agreement also includes a 33-day “go shop” period that will allow the Company to affirmatively solicit alternative proposals from interested parties.

“The AdTheorent Board determined that this transaction delivers immediate, certain and significant value to the Company’s shareholders reflecting the tremendous commitment and work of our employees and stakeholders,” said Eric Tencer, AdTheorent’s Chairman of the Board. “The transaction and the upcoming “go shop” process underscores the Board’s commitment to maximizing value for shareholders.”

James Lawson, CEO of AdTheorent, said, “The transaction validates the actions and investments we have made to best position AdTheorent in our target markets since becoming a public company two years ago. The partnership with Cadent and Novacap will provide AdTheorent additional scale and resources for continued success as part of a private company.”

Transaction Details:

The transaction is expected to be completed by the third quarter of 2024 and is subject to approval by AdTheorent’s stockholders, expiration or termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as well as other customary closing conditions. Upon completion of the transaction, AdTheorent common stock will no longer be listed on the Nasdaq Stock Exchange or trade in any other public market.

Fully committed debt financing in support of the transaction is being provided by Royal Bank of Canada. The transaction is not subject to a financing condition.

The definitive merger agreement includes a 33-day “go-shop” period that will expire at 11:59 PM ET on May 4, 2024, which permits AdTheorent and its financial advisor to actively solicit and consider alternative acquisition proposals. There can be no assurance that this process will result in a superior proposal, and the Company does not intend to disclose developments with respect to the “go-shop” process unless and until it determines such disclosure is appropriate or is otherwise required.

H.I.G. Growth Partners, LLC and its affiliated investors, along with members of the AdTheorent Board and management who together own or control approximately 40% of the Company’s outstanding shares, have each entered into a voting and support agreement pursuant to which they have agreed, among other things, to vote their respective shares of AdTheorent common stock in favor of the transaction.

Advisors:

Canaccord Genuity is acting as financial advisor and McDermott Will & Emery LLP is acting as legal counsel to AdTheorent in connection with the proposed transaction. Moelis & Company LLC is acting as lead financial advisor, and Baker Botts LLP is providing legal counsel to Cadent.

About AdTheorent:

AdTheorent uses advanced machine learning technology to deliver impactful advertising campaigns for marketers. AdTheorent’s advanced machine learning-powered media buying platform powers its predictive targeting, predictive audiences audience extension solutions and in-house creative capability, Studio A\T. Focused on the predictive value of machine learning models, AdTheorent’s product suite and flexible transaction models allow advertisers to identify the most qualified potential consumers coupled with the optimal creative experience to deliver superior results, measured by each advertiser’s real-world business goals. AdTheorent is headquartered in New York, with fourteen locations across the United States and Canada.

AdTheorent is consistently recognized with numerous technology, product, growth and workplace awards. AdTheorent was named “Best Buy-Side Programmatic Platform” in the 2023 Digiday Technology Awards and was honored with an AI Breakthrough Award and “Most Innovative Product” (B.I.G. Innovation Awards) for six consecutive years. Additionally, AdTheorent is the only seven-time recipient of Frost & Sullivan’s “Digital Advertising Leadership Award.” In September 2023, evidencing its continued prioritization of its team, AdTheorent was named a Crain’s Top 100 Best Place to Work in NYC for the tenth consecutive year. AdTheorent ranked tenth in the Large Employer Category and 26th Overall in 2023. For more information, visit adtheorent.com.

About Cadent:

Cadent connects the TV advertising ecosystem. Cadent helps advertisers and publishers identify and understand audiences, activate campaigns, and measure what matters – across any TV content or device. Aperture, the company’s converged TV platform, simplifies cross-screen advertising through a streamlined workflow that brings together identity, data, and inventory with hundreds of integrated partners. For more information, visit cadent.tv.

About Novacap:

Founded in 1981, Novacap is a leading North American private equity firm with over C$8B of AUM that has invested in more than 100 platform companies and completed more than 150 add-on acquisitions. Applying its sector-focused approach since 2007 in Industries, TMT, Financial Services, and Digital Infrastructure, Novacap’s deep domain expertise can accelerate company growth and create long-term value. With experienced, dedicated investment and operations teams as well as substantial capital, Novacap has the resources and knowledge that help build world-class businesses. Novacap has offices in Montreal, Toronto, and New York.

For more information, please visit www.novacap.ca.

Additional Information and Where to Find It:

The Company intends to file with the Securities and Exchange Commission (the “SEC”) a preliminary proxy statement and furnish or file other materials with the SEC in connection with the proposed transaction. Once the SEC completes its review of the preliminary proxy statement, a definitive proxy statement will be filed with the SEC and mailed to the stockholders of the Company. This communication is not intended to be, and is not, a substitute for the proxy statement or any other document that the Company may file with the SEC in connection with the proposed transaction. BEFORE MAKING ANY VOTING DECISION, ADTHEORENT’S STOCKHOLDERS ARE URGED TO READ THE PROXY STATEMENT AND THOSE OTHER MATERIALS CAREFULLY AND IN THEIR ENTIRETY BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION AND THE PARTIES TO THE PROPOSED TRANSACTION.

The proxy statement and other relevant materials (when they become available), and any other documents filed by the Company with the SEC, may be obtained free of charge at the SEC’s website at www.sec.gov. In addition, security holders will be able to obtain free copies of the proxy statement from AdTheorent by going to the Company’s Investor Relations page on its corporate website at www.adtheorent.com.

No Offer or Solicitation:

This release is not intended to and shall not constitute an offer to buy or sell the solicitations of an offer to buy or sell any securities, or a solicitation of any vote or approval, nor shall there be any offer, solicitation or sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made in the United States absent registration under the U.S. Securities Act of 1933, as amended, or pursuant to an exemption from, or in a transaction not subject to, such registration requirements.

Participants in the Solicitation:

This communication does not constitute a solicitation of proxy, an offer to purchase or a solicitation of an offer to sell any securities. AdTheorent and its directors and executive officers may be deemed to be participants in the solicitation of proxies from the stockholders of AdTheorent in connection with the proposed transaction. Information regarding the interests of these directors and executive officers in the transaction will be included in the proxy statement described above. Additional information regarding the directors and executive officers of AdTheorent is included in the AdTheorent proxy statement for its 2023 Annual Meeting, which was filed with the SEC on April 12, 2023, and is supplemented by other public filings made, and to be made, with the SEC by AdTheorent. To the extent the holdings of AdTheorent securities by AdTheorent’s directors and executive officers have changed since the amounts set forth in the proxy statement for its 2023 Annual Meeting, such changes have been or will be reflected on Statements of Change in Ownership on Form 4 filed with the SEC. Additional information regarding the interests in the transaction of AdTheorent’s participants in the solicitation, which may, in some cases, be different than those of AdTheorent’s stockholders generally, will be included in AdTheorent’s proxy statement relating to the proposed transaction when it becomes available. These documents are available free of charge at the SEC’s website at www.sec.gov and at the Investor Relations page on AdTheorent’s corporate website at www.adtheorent.com.

Forward Looking Statements:

This communication contains “forward-looking statements” within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements include, without limitation, any statement that may predict, forecast, indicate or imply future results, performance or achievements, and may contain words such as “believe,” “anticipate,” “expect,” “estimate,” “intend,” “project,” “plan,” or words or phrases with similar meaning. Such statements may also include statements regarding the completion of the proposed merger and the expected timing of the completion of the proposed merger, the management of AdTheorent upon completion of the proposed merger and AdTheorent’s plans upon completion of the proposed merger. Forward-looking statements should not be read as a guarantee of future performance or results and will not necessarily be accurate indications of the times at, or by, which such performance or results will be achieved. Forward-looking statements are based on current expectations, forecasts and assumptions that involve risks and uncertainties, including, but not limited to, the market for programmatic advertising developing slower or differently than the Company’s expectations, the demands and expectations of clients and the ability to attract and retain clients and other economic, competitive, governmental and technological factors outside of the Company’s control, that may cause the Company’s business, strategy or actual results to differ materially from the forward-looking statements. Actual future results, performance or achievements may differ materially from historical results or those anticipated depending on a variety of factors, some of which are beyond the control of AdTheorent, including, but not limited to, the occurrence of any event, change or other circumstances that could give rise to the termination of the merger agreement; the inability to complete the proposed merger due to the failure to obtain stockholder approval for the proposed merger or the failure to satisfy other conditions to completion of the proposed merger; risks related to disruption of management’s attention from AdTheorent’s ongoing business operations due to the proposed merger; unexpected costs, charges or expenses resulting from the proposed merger; AdTheorent’s ability to retain and hire key personnel in light of the proposed merger; certain restrictions during the pendency of the proposed merger that may impact AdTheorent’s ability to pursue certain business opportunities or strategic transactions; the ability of the buyer to obtain the necessary financing arrangements set forth in the commitment letters received in connection with the proposed merger; potential litigation relating to the proposed merger that could be instituted against the parties to the merger agreement or their respective directors, managers or officers, including the effects of any outcomes related thereto; the effect of the announcement of the proposed merger on AdTheorent’s relationships with its customers, operating results and business generally; and the risk that the proposed merger will not be consummated in a timely manner, if at all.The Company does not intend and undertakes no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required by applicable law. Investors are referred to AdTheorent’s filings with the Securities and Exchange Commission, including its Annual Report on Form 10-K and any subsequent filings on Forms 10-Q or 8-K, for additional information regarding the risks and uncertainties that may cause actual results to differ materially from those expressed in any forward-looking statement.

Investor Contact:

David DeStefano, ICR
AdTheorentIR@icrinc.com
(203) 682-8383

Press Contact:

Melanie Berger, AdTheorent
melanie@adtheorent.com
(850) 567-0082

AdTheorent Set to Go Private in $324 Million Cadent Acquisition

Investors in the adtech company AdTheorent Holding Company, Inc. (NASDAQ:ADTH) are set to receive a nice premium with the company’s announced acquisition by Cadent, LLC for $3.21 per share in cash.

The $324 million deal represents a 17% premium to AdTheorent’s 60-day volume-weighted average price and a 27% premium to its 90-day average as of March 28th. Upon completion of the transaction in the expected third quarter of 2024, AdTheorent will become a privately-held company under Cadent’s ownership.

Cadent is a leading provider of converged TV advertising solutions and is a portfolio company of the private equity firm Novacap. The combination allows Cadent to bolt-on AdTheorent’s machine learning advertising platform and technology.

For AdTheorent shareholders, the all-cash deal provides an attractive exit opportunity to cash out at a premium valuation. The company’s stock had traded between $2.15 and $3.35 over the past 52 weeks before the deal announcement sent shares surging over 40%.

AdTheorent’s board unanimously approved the transaction, stating that it “delivers immediate, certain and significant value” for shareholders. The company had gone public around two years ago, and CEO James Lawson noted that “the transaction validates the actions and investments we have made” positioning AdTheorent since then.

While the $3.21 per share price looks enticing for investors, AdTheorent did negotiate a 33-day “go-shop” period into the merger agreement. This allows the company’s advisors to actively solicit and consider superior proposals from other potential buyers through May 4th.

There is no guarantee that a better offer will emerge during the go-shop period. However, major AdTheorent shareholders controlling approximately 40% of the outstanding shares, including H.I.G. Growth Partners and company insiders, have already agreed to vote in favor of the Cadent transaction.

Unless a substantially higher bid comes in, the deal is expected to close in Q3 2024 after gaining AdTheorent shareholder approval and clearing regulatory hurdles including antitrust review.

For investors in AdTheorent, the timelines and deal certainty are important considerations. The deal with Cadent provides a unique opportunity to cash out at a premium valuation in the near-term. Alternatively, rejecting the deal leaves some possibility of a higher-priced acquisition down the road balanced against AdTheorent’s prospects and challenges operating independently.

The adtech sector has experienced significant volatility and compression in valuations over the past couple of years. In that context, AdTheorent’s ability to secure an all-cash transaction at a premium multiple could be viewed as a prudent move by the company’s board and leadership team.

As the “go-shop” period plays out over the next month, investors will be watching closely to see if any interloper emerges to potentially drive up the acquisition price for AdTheorent. But barring a topper bid, AdTheorent shareholders can likely bank on cashing in their stakes at a nice premium to recent trading prices before the company debuts as a Cadent subsidiary later this year.

Release – AdTheorent Wins 2024 Artificial Intelligence Excellence Award

Research News and Market Data on ADTH

Mar 20, 2024

Company honored for AdTheorent Predictive Audiences, Built by ABi

NEW YORK, March 20, 2024 /PRNewswire/ — AdTheorent Holding Company, Inc. (Nasdaq: ADTH), a machine learning pioneer using privacy-forward solutions to deliver measurable value for programmatic advertisers, today announced that it has been selected by Business Intelligence Group (B.I.G.) as a winner of the 2024 AI Excellence Awards for its AI-based technology innovation. This annual business awards program recognizes organizations, products, and people that are leveraging AI technology to solve real world problems. AdTheorent was recognized for its groundbreaking ID-independent audience targeting solutions: AdTheorent Predictive Audiences, built by ABi.

   

AdTheorent Predictive Audiences are an ID-independent and algorithm-based method for audience creation and targeting. AdTheorent’s Predictive Audience Builder, or ABi is a transformational suite of platform tools designed to enable users to create and activate predictive models which score audience quality. ABi leverages customizable and primary-sourced seed data sets to mimic the audience profile of an advertiser’s desired target. In a major departure from industry-standard audience segments, that seed data set is not used for direct targeting. Instead AdTheorent’s machine-learning platform reads signals from those data sets to build a predictive model which scores programmatic inventory based on its likelihood to reach an individual who meets the desired audience profile. This privacy-forward predictive scoring delivers superior audience quality and KPI performance, without the use of cookies or IDs of any kind. When AdTheorent Predictive Audiences are deployed in platform to enhance AdTheorent’s KPI-based impression scoring, the result is a superior level of privacy-forward data-driven accuracy and accountability.

AdTheorent also offers a Health Audience solution, powered by HABi™, which is also ID-independent and not built on or sourced from individualized information, including user browsing activity or observed user location. Rather, HABi™-built Health Audiences are based on anonymized and deidentified datasets constituting over 30 billion records across more than 300 million unique U.S. patients.

“AdTheorent is not new to the AI and machine learning opportunity – we have been refining advanced ML-based solutions since 2012. We remain committed to building and enhancing the most advanced and differentiated machine learning-powered advertising technology and solutions ever deployed in market,” said Jim Lawson, CEO of AdTheorent. “AdTheorent is driving superior performance for our advertisers without the need for cookies – and we sincerely thank the B.I.G. Artificial Intelligence Award judges for this valuable recognition.”

“We are truly honored to recognize AdTheorent with this prestigious award,” stated Maria Jimenez, Chief Nominations Officer for the Business Intelligence Group. “The unwavering commitment of the AdTheorent team to excellence, and their innovative AI-based products and solutions have catapulted them to this remarkable achievement. Congratulations to the entire organization!”

For more information about AdTheorent Predictive Audiences, click here. For more information about the B.I.G. AI Excellence awards, click here.

About AdTheorent 
AdTheorent (Nasdaq: ADTH) uses advanced machine learning technology and privacy-forward solutions to deliver impactful advertising campaigns for marketers. AdTheorent’s machine learning-powered media buying platform powers its predictive targeting, predictive audiences, geo-intelligence, audience extension solutions and in-house creative capability, Studio A\T. Leveraging only non-sensitive data and focused on the predictive value of machine learning models, AdTheorent’s product suite and flexible transaction models allow advertisers to identify the most qualified potential consumers coupled with the optimal creative experience to deliver superior results, measured by each advertiser’s real-world business goals.

AdTheorent is consistently recognized with numerous technology, product, growth and workplace awards. AdTheorent was named “Best Buy-Side Programmatic Platform” in the 2023 Digiday Technology Awards and was honored with an AI Breakthrough Award and “Most Innovative Product” (B.I.G. Innovation Awards) for five consecutive years. Additionally, AdTheorent is the only seven-time recipient of Frost & Sullivan’s “Digital Advertising Leadership Award.” AdTheorent is headquartered in New York, with fourteen locations across the United States and Canada. For more information, visit adtheorent.com.

About Business Intelligence Group www.bintelligence.com 
The Business Intelligence Group was founded with the mission of recognizing true talent and superior performance in the business world. Unlike other industry award programs, these programs are judged by business executives having experience and knowledge. The organization’s proprietary and unique scoring system selectively measures performance across multiple business domains and then rewards those companies whose achievements stand above those of their peers.

Contact:
Melanie Berger, AdTheorent
850-567-0082
melanie@adtheorent.com

View original content to download multimedia:https://www.prnewswire.com/news-releases/adtheorent-wins-2024-artificial-intelligence-excellence-award-302094852.html

SOURCE AdTheorent

AdTheorent (ADTH) – An Upbeat Outlook


Wednesday, March 13, 2024

Michael Kupinski, Director of Research, Equity Research Analyst, Digital, Media & Technology , Noble Capital Markets, Inc.

Patrick McCann, CFA, Research Analyst, Noble Capital Markets, Inc.

Refer to the full report for the price target, fundamental analysis, and rating.

Posts strong Q4 results. Q4 revenues increased a solid 15.2% to $59.7 million, nicely above our $56.2 million estimate. In addition, gross profit margins were strong at 53.1% (above our 48.4% estimate), supporting better than expected adj. EBITDA ($13.6 million versus our estimate of $10.4 million). 

Prepares for cookie-less world. Management indicated that it is working with Google and has visibility into a cookie-less future. Google has already deprecated cookies in 1% of its Chrome users and is expected to complete the transition in the third quarter 2024. Given that AdTheorent does not rely on consumer IDs, we believe that the company is well positioned to benefit in a post cookie environment. 


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*Analyst certification and important disclosures included in the full report. NOTE: investment decisions should not be based upon the content of this research summary. Proper due diligence is required before making any investment decision. 

Release – AdTheorent Launches Point™, a Suite of Machine Learning-Powered Geo-Intelligence Solutions Designed to Drive Increased Performance for Advertisers

Research News and Market Data on ADTH

Feb 27, 2024

PDF Version

AdTheorent utilizes precise location data for visitation modeling, location-based targeting,
 and deterministic measurement

NEW YORK, Feb. 27, 2024 /PRNewswire/ — AdTheorent Holding Company, Inc. (Nasdaq: ADTH), a machine learning pioneer and industry leader using privacy-forward solutions to deliver measurable value for programmatic advertisers today announced the launch of Point, a suite of proprietary machine learning-powered geo-intelligence solutions designed to drive real world visitation performance for advertisers.  Point is fully integrated into the AdTheorent platform, offering advertisers a seamless way to activate, optimize, and measure the efficacy of their advertising campaigns.

Point delivers differentiated geo capabilities enabled by the industry’s most advanced machine learning foundation:                                 

  • AdTheorent’s Point of Interest (POI) Capability: The AdTheorent platform enables advanced location targeting by points of interest locations.  AdTheorent has access to more than 29 million consumer-focused points of interest that span across more than 17,000 business categories.  POI categories include: shops, dining, recreation, sports, accommodation, education, retail banking, government entities, health and transportation.  AdTheorent’s POI capability is fully integrated and embedded into the platform, giving users the ability to select and target a highly customized set of POIs (e.g., all Starbucks locations in New York City) within minutes.
  • Point’s Targeting Suite, Powered by Machine Learning: AdTheorent’s machine learning-powered geo-intelligence solutions allow advertisers to leverage precise location data in highly differentiated ways. Point’s targeting capabilities include:
    • Omnichannel Geo-Targeting: AdTheorent can target by country, state, city, DMA, or zip code and only serves ads to those within the specified geo that have the highest likelihood of converting, as measured by AdTheorent predictive models.
    • POI Location Targeting and Retargeting: can be leveraged to reach customers near a brand’s location, or customers who have visited a brand or competitive brand’s location within a customizable period of time.
    • AdTheorent Predictive Audiences: in addition to the multitude of custom inputs that can be incorporated into AdTheorent ID-independent audiences, proprietary visitation patterns can be used to inform advanced audience quality algorithms. 
    • Custom Machine Learning KPI Models: all AdTheorent campaigns utilizing Point have performance models built upon visitation and location data, ensuring the attainment of important client KPIs, such as visits, cost per visit, and incremental lift.
  • Point’s Visitation Reporting: AdTheorent offers deterministic visitation reporting to quantify the impact of AdTheorent campaigns. Reporting metrics include: total visits, visitation rate, cost per visit, standard visitation lift and incremental lift.  Unlike most solutions, AdTheorent can measure and report on visitation by individual POI location or nationally.

“AdTheorent’s Point is a differentiated and powerful suite of geo-intelligence solutions that provides advertisers with endless applications of location-based data – whether to drive incremental visits to a specific set of locations, or to use location data to build ID-independent customized Predictive Audiences,” said Jim Lawson, CEO of AdTheorent. “Most importantly, all of these applications are enabled by AdTheorent’s proprietary machine learning technology, which drives superior performance for advertisers.”

About AdTheorent 
AdTheorent (Nasdaq: ADTH) uses advanced machine learning technology and privacy-forward solutions to deliver impactful advertising campaigns for marketers. AdTheorent’s machine learning-powered media buying platform powers its predictive targeting, predictive audiences, geo-intelligence, audience extension solutions and in-house creative capability, Studio A\T. Leveraging only non-sensitive data and focused on the predictive value of machine learning models, AdTheorent’s product suite and flexible transaction models allow advertisers to identify the most qualified potential consumers coupled with the optimal creative experience to deliver superior results, measured by each advertiser’s real-world business goals. 

AdTheorent is consistently recognized with numerous technology, product, growth and workplace awards.  AdTheorent was named “Best Buy-Side Programmatic Platform” in the 2023 Digiday Technology Awards and was honored with an AI Breakthrough Award and “Most Innovative Product” (B.I.G. Innovation Awards) for five consecutive years.  Additionally, AdTheorent is the only seven-time recipient of Frost & Sullivan’s “Digital Advertising Leadership Award.” AdTheorent is headquartered in New York, with fourteen locations across the United States and Canada.  For more information, visit adtheorent.com.

   

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SOURCE AdTheorent

Melanie Berger, AdTheorent, melanie@adtheorent.com, 850-567-0082