APi Group Announces Pricing of Upsized Secondary Public Offering of Common Stock
February 29 2024 - 10:09PM
Business Wire
APi Group Corporation (NYSE: APG) (“APi” or the “Company”)
announced the upsize and pricing of the previously announced
underwritten registered public offering of 10,569,106 shares of
common stock of the Company commenced by certain funds affiliated
with Blackstone Inc. (the “Blackstone Selling Stockholders”) and
Viking Global Investors LP (the “Viking Selling Stockholders”),
collectively, the “Selling Stockholders,” at a public offering
price of $34.25 per share. The Selling Stockholders received the
offered shares upon conversion of then-existing 5.5% Series B
Perpetual Convertible Preferred Stock (the “Series B Preferred
Shares”).
In connection with the offering, the Selling Stockholders
granted the underwriters a 30-day option to purchase up to
1,585,365 additional shares of common stock held by the Selling
Stockholders. APi is not selling any shares of common stock and
will not receive any proceeds from the sale of the shares of common
stock in the offering. The offering is expected to close on or
about March 5, 2024, subject to customary closing conditions.
UBS Investment Bank and Citigroup are acting as joint lead
book-running managers for the offering. Baird, Barclays, BofA
Securities, Jefferies and J.P. Morgan Securities LLC are also
acting as joint book-running managers for the offering and
Blackstone Securities Partners L.P. and CJS Securities are acting
as co-managers for the offering.
A shelf registration statement on Form S-3 relating to the
shares of common stock being sold in the offering was filed with
the Securities and Exchange Commission (the “SEC”) on January 3,
2022, and declared effective by the SEC on January 7, 2022. The
offering of the shares of common stock is being made only by means
of a prospectus meeting the requirements of Section 10 of the
Securities Act of 1933, as amended. A preliminary prospectus
describing the terms of the offering has been filed with the SEC
and forms a part of the effective shelf registration statement on
Form S-3. A copy of the final prospectus related to the offering
may be obtained, when filed, on the SEC’s website located at
http://www.sec.gov, from UBS Securities LLC at UBS Securities LLC,
Attention: Prospectus Department, 1285 Avenue of the Americas, New
York, NY 10019, or by email at ol-prospectus-request@ubs.com and
from Citigroup at Citigroup, c/o Broadridge Financial Solutions,
1155 Long Island Avenue, Edgewood, NY 11717 (tel:
800-831-9146).
This press release shall not constitute an offer to sell or a
solicitation of an offer to buy the securities, nor shall there be
any sale of these securities in any state or jurisdiction in which
such an offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of any such
state or jurisdiction.
About APi:
APi is a global, market-leading business services provider of
life safety, security and specialty services with a substantial
recurring revenue base and over 500 locations worldwide. APi
provides statutorily mandated and other contracted services to a
strong base of long-standing customers across industries. APi has a
winning leadership culture driven by entrepreneurial business
leaders to deliver innovative solutions for its customers.
Forward-Looking Statements and
Disclaimers
This press release contains forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of
1995. All statements other than statements of historical fact are
forward-looking statements. These statements include, but are not
limited to, statements regarding the Selling Stockholders’ public
secondary offering of shares of the Company’s common stock,
including the expected closing date of the offering. 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 and the Selling Stockholders’
and the underwriters’ ability to satisfy the conditions required to
close the offering. These forward-looking statements are made as of
the date of this press release and, except as required by
applicable law, APi assumes no obligation to update such
forward-looking statements or to update the reasons why actual
results could differ from those projected in such forward-looking
statements. Investors should refer to the risk factors set forth in
the Registration Statement on Form S-3 filed by APi with the SEC on
January 7, 2022, as amended and/or supplemented, and periodic
reports and other documents filed by APi with the SEC, including
APi’s annual report on Form 10-K for the fiscal ended December 31,
2023.
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version on businesswire.com: https://www.businesswire.com/news/home/20240229157942/en/
Investor Relations Inquiries: Adam Fee Vice President of
Investor Relations Tel: +1 651-240-7252 Email:
investorrelations@apigroupinc.us
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