APi Group Announces Launch of Senior Notes Offering
APi Group Corporation (NYSE: APG) (“APG”, “APi” or the
“Company”) today announced that APi Group DE, Inc., a wholly-owned
subsidiary of the Company, intends to offer $300 million aggregate
principal amount of Senior Notes due 2029 (the “Notes”) in a
private offering, subject to market and other customary conditions.
The Notes are being offered solely to persons reasonably believed
to be qualified institutional buyers pursuant to Rule 144A under
the Securities Act of 1933, as amended (the “Securities Act”), and
to non-U.S. persons in accordance with Regulation S under the
Securities Act. The Notes will be fully and unconditionally
guaranteed on a senior unsecured basis by the Company and certain
of the Company’s existing and future domestic subsidiaries.
The Company intends to use a portion of the net proceeds from
the sale of the Notes to repay all outstanding indebtedness under
the outstanding incremental $250 million term loan incurred on
October 22, 2020 and the remainder of the net proceeds to repay
outstanding indebtedness under the $1.2 billion term loan incurred
on October 1, 2019 and for other general corporate purposes, as
well as transaction fees and expenses.
No assurance can be given that the offering of the Notes will be
completed, or, if completed, as to the terms on which it is
completed. The Notes and related guarantees have not been
registered under the Securities Act or any state securities laws
and, unless so registered, may not be offered or sold in the United
States absent registration or an applicable exemption from such
registration requirements of the Securities Act and any applicable
state securities laws.
This press release does not constitute an offer to sell, or a
solicitation of an offer to purchase, of any security and shall not
constitute an offer, solicitation or sale of any security in any
jurisdiction in which such offer or solicitation would be unlawful.
This press release is being issued pursuant to and in accordance
with Rule 135c under the Securities Act.
This press release contains forward-looking statements,
including, but not limited to, statements regarding the completion
and timing of the offering of the Notes, and the Company’s planned
use of any proceeds from the offering of the Notes. Actual results
could differ from those projected in any forward-looking statements
due to numerous factors. Such factors include, among others, market
and other general economic conditions, the Company’s and the
initial purchasers’ ability to satisfy the conditions required to
close the offering of the Notes, the Company’s perception of future
availability of equity or debt financing needed to fund its
businesses and the risk factors set forth in the periodic reports
and other documents filed or to be filed by the Company with the
Securities and Exchange Commission, including the Company’s annual
report on Form 10-K for the year ended December 31, 2020 and
quarterly report on Form 10-Q for the quarter ended March 31, 2021.
These forward-looking statements are made as of the date of this
press release and the Company undertakes no obligation to update
any forward-looking statements, whether as a result of new
information, future events or otherwise.
version on businesswire.com: https://www.businesswire.com/news/home/20210614005391/en/
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