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APi Group Announces Launch of Public Offering of Common Stock

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APi Group Corporation (NYSE: APG) has launched an underwritten public offering of $400 million in common stock, with a 30-day option for underwriters to purchase more shares. The proceeds will be utilized for general corporate purposes, including potential acquisitions and capital expenditures. The offering's size and completion depend on market conditions. Citigroup and Barclays are the joint book-running managers, with several other financial institutions also involved. The offering follows a previously filed shelf registration statement with the SEC.

Positive
  • The proposed $400 million offering could enhance capital for future acquisitions and growth opportunities.
  • The involvement of major underwriters like Citigroup and Barclays indicates confidence in the offering.
Negative
  • Potential shareholder dilution from the offering.
  • The offering is subject to uncertain market conditions, which could affect completion.

NEW BRIGHTON, Minn.--(BUSINESS WIRE)-- APi Group Corporation (NYSE: APG) (“APi” or the “Company”) announced today that it has commenced an underwritten public offering of $400 million of shares of its common stock. In connection with the offering, APi intends to grant the underwriters a 30-day option to purchase additional shares of its common stock. All of the shares of common stock to be sold in the offering are to be sold by APi.

APi intends to use the net proceeds from the offering for general corporate purposes, which may include future acquisitions and other business opportunities, capital expenditures and working capital. The offering is subject to general market conditions, and there can be no assurance as to whether or when the offering may be completed, or as to the size or terms of the offering.

Citigroup and Barclays are acting as joint book-running managers and representatives of the underwriters for the offering. J.P. Morgan, RBC Capital Markets, BofA Securities, Baird and UBS Investment Bank are also acting as joint book-running managers for the offering and BTIG is acting as a co-manager 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 May 12, 2021, and declared effective by the SEC on May 21, 2021. 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 copy of the preliminary prospectus relating to the offering, when filed, may be obtained on the SEC’s website located at http://www.sec.gov. When available, copies of the preliminary prospectus supplement and the accompanying prospectus related to the offering may also be obtained from Citigroup Global Markets Inc. at Citigroup Global Markets Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717 or by telephone at 1-800-831-9146 and Barclays Capital Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, by telephone at (888) 603-5847 or by email at Barclaysprospectus@broadridge.com. The final terms of the offering will be disclosed in a final prospectus supplement to be filed with the SEC.

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 market-leading business services provider of safety, specialty and industrial services in over 200 locations in North America and Europe. 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, including, but not limited to, statements regarding APi’s proposed public offering of shares of its common stock and the anticipated use of proceeds. 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, APi’s and the underwriters' ability to satisfy the conditions required to close the offering and APi’s future availability of equity or debt financing needed to fund its growing business. 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 May 12, 2021, 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, 2020, and its quarterly reports on Form 10-Q for the fiscal quarters ended March 31, 2021 and June 30, 2021.

Investor Relations Inquiries:

Olivia Walton

Vice President of Investor Relations

Tel: +1 651-604-2773

Email: investorrelations@apigroupinc.us

Media Contact:

Liz Cohen

Kekst CNC

Tel: +1 212-521-4845

Email: Liz.Cohen@kekstcnc.com

Source: APi Group Corporation

FAQ

What is the purpose of APG's $400 million public offering?

APG intends to use the proceeds for general corporate purposes, including future acquisitions and capital expenditures.

Who are the underwriters for the APG stock offering?

Citigroup and Barclays are acting as joint book-running managers for the offering, along with others such as J.P. Morgan and RBC Capital Markets.

When was the shelf registration statement for APG filed with the SEC?

The shelf registration statement was filed on May 12, 2021, and declared effective on May 21, 2021.

What risks are associated with the APG stock offering?

Risks include potential dilution for existing shareholders and uncertainty in market conditions affecting the offering's completion.

APi Group Corporation

NYSE:APG

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