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SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to APi Group Corporation
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| July 31, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 7/31/2025 Date of Report (date of earliest event reported) APi Group Corporation (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001-39275 (Commission Fil |
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| July 31, 2025 |
Exhibit 95.1 MINE SAFETY DISCLOSURES The following disclosures are provided pursuant to Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Act”) and Item 104 of Regulation S-K, which requires certain disclosures by companies required to file periodic reports under the Securities Exchange Act of 1934, as amended, that operate mines regulated under the Federal Min |
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| July 31, 2025 |
CERTIFICATE OF INCORPORATION OF APi GROUP CORPORATION I, the undersigned, for the purposes of incorporating and organizing a corporation under the General Corporation Law of the State of Delaware, do execute this certificate of incorporation and do hereby certify as follows: FIRST. |
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| July 31, 2025 |
Exhibit 99.1 APi Group Reports Second Quarter 2025 Financial Results and Raises Full-Year 2025 Outlook -Record second quarter net revenues of $2.0 billion, representing accelerating year-over-year growth of 15.0% and organic growth of 8.3%- -Record second quarter reported net income of $77 million with year-over-year growth of 11.6%- -Record second quarter adjusted EBITDA of $272 million with year |
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| July 31, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001 |
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| May 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report APi Group Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-39275 (State or other jurisdiction of incorporation or organization) (Commission File Number) 1100 Old Highway 8 NW New Brighton, MN 55112 (Address of principal executive offices) (Zip Code) Louis B. |
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| May 22, 2025 |
Exhibit 10.1 Execution Version AMENDMENT NO. 8 TO CREDIT AGREEMENT This AMENDMENT NO. 8 TO CREDIT AGREEMENT, dated as of May 20, 2025 (together with all exhibits and schedules hereto, this “Amendment”), is entered into by and among APi Group DE, Inc., a Delaware corporation (the “Borrower”), APi Group Corporation, a Delaware corporation (“Holdings”), certain subsidiaries of the Borrower party here |
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| May 22, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 20, 2025 APi Group Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-39275 98-1510303 (State or Other Jurisdiction of Incorporation) (Commission File |
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| May 21, 2025 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 5/21/2025 Date of Report (date of earliest event reported) APi Group Corporation (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001-39275 (Commission Fil |
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| May 21, 2025 |
- APi Group Announces New Long-Term Financial Targets - -Significant progress towards 13/60/80 targets; expected to achieve 13% or more adjusted EBITDA margin in 2025- -Introduces new 10/16/60+ shareholder value creation framework, highlighted by $10B+ of net revenues and adjusted EBITDA margin of 16%+ by 2028E- -Expects $3. |
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| May 19, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 5/16/2025 Date of Report (date of earliest event reported) APi Group Corporation (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001-39275 (Commission Fil |
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| May 19, 2025 |
Delaware The First State Page 1 7946184 8100 Authentication: 203716642 SR# 20252372411 Date: 05-16-25 You may verify this certificate online at corp. |
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| May 2, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 5/2/2025 Date of Report (date of earliest event reported) APi Group Corporation (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001-39275 (Commission File |
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| May 2, 2025 |
Exhibit 99.1 EXPLANATORY NOTE APi Group Corporation (herein referred to as “we,” “us,” “our,” the “Company,” and “APG”) is filing this exhibit (this "Exhibit") to the Current Report on Form 8-K (the “Form 8-K”) solely to recast reportable segment financial information and related disclosures included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2024, originall |
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| May 1, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 5/1/2025 Date of Report (date of earliest event reported) APi Group Corporation (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001-39275 (Commission File |
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| May 1, 2025 |
Exhibit 99.1 APi Group Reports First Quarter 2025 Financial Results -Record first quarter net revenues of $1.7 billion, representing accelerating year-over-year growth of 7.4% with continued double-digit inspection revenue growth in North American Safety Services- -First quarter reported net income of $35 million and record first quarter adjusted EBITDA of $193 million with year-over-year adjusted |
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| May 1, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 00 |
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| May 1, 2025 |
Exhibit 95.1 MINE SAFETY DISCLOSURES The following disclosures are provided pursuant to Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Act”) and Item 104 of Regulation S-K, which requires certain disclosures by companies required to file periodic reports under the Securities Exchange Act of 1934, as amended, that operate mines regulated under the Federal Min |
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| April 4, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy State |
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| April 4, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy State |
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| March 31, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 3/28/2025 Date of Report (date of earliest event reported) APi Group Corporation (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001-39275 (Commission Fil |
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| March 31, 2025 |
dated March 28, 2025 between APi Group Corporation and Exhibit 10.1 March 28, 2025 G. David Jackola 1100 Old Highway 8 NW New Brighton MN 55112 Dear David, I am pleased to extend this formal offer for the position of Executive Vice President and Chief Financial Officer of APi Group Corporation, based at our global headquarters in New Brighton, Minnesota. The details of this offer are as follows: •Title: Executive Vice President and Chief Financial Off |
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| March 31, 2025 |
APi Group Appoints David Jackola Executive Vice President & Chief Financial Officer Exhibit 99.1 APi Group Appoints David Jackola Executive Vice President & Chief Financial Officer New Brighton, Minnesota – March 31, 2025 – APi Group Corporation (NYSE: APG) (“APi” or the “Company”) today announced the appointment of David Jackola as Executive Vice President & Chief Financial Officer, effective immediately. Mr. Jackola has been with the Company since October 2021, most recently se |
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| March 25, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a party other than the Registrant o Check the appropriate box: x Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy State |
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| February 26, 2025 |
Exhibit 4.1 DESCRIPTION OF CAPITAL STOCK The following summarizes the material terms of the common stock and preferred stock of APi Group Corporation (“we,” “us,” “our,” and the “Company”) as set forth in our certificate of incorporation and our bylaws. While we believe that the following description covers the material terms of our capital stock, the description may not contain all of the informa |
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| February 26, 2025 |
Exhibit 95.1 MINE SAFETY DISCLOSURES The following disclosures are provided pursuant to Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Act”) and Item 104 of Regulation S-K, which requires certain disclosures by companies required to file periodic reports under the Securities Exchange Act of 1934, as amended, that operate mines regulated under the Federal Min |
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| February 26, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 2/26/2025 Date of Report (date of earliest event reported) APi Group Corporation (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001-39275 (Commission Fil |
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| February 26, 2025 |
Exhibit 99.1 APi Group Reports Fourth Quarter and Full Year 2024 Financial Results -Record fourth quarter net revenues of $1.9 billion, representing year-over-year growth of 5.8% with double digit inspection revenue growth in U.S. Life Safety- -Record fourth quarter net income of $67 million, representing year-over-year growth of 168%- -Record fourth quarter adjusted EBITDA of $242 million, repres |
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| February 26, 2025 |
List of subsidiaries of the registrant. Exhibit 21.1 Legal Name Jurisdiction Chubb Properties Pty Ltd Australia Chubb Australia Pty Ltd Australia Chubb Fire & Security Pty Ltd Australia Chubb Osterreich Gmbh Austria Chubb Security Systems B.V.B.A. Belgium Security Monitoring Centre BVBA/SPRL Belgium SMC Monitoring Corporation (FKA Counterforce Corporation) Canada Chubb Fire & Security Canada Corporation Canada Beijing Chubb Fire Securit |
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| February 26, 2025 |
Insider Trading Policy, adopted and approved as of December 11, 2024 Exhibit 19.1 Insider Trading Policy Amended and Restated as of December 11, 2024. 1.Introduction This Insider Trading Policy applies to all employees of the Company, all members of the Board, and any other persons a Compliance Officer determines should be subject to this Policy (collectively, “Covered Persons”). This Policy is designed to prevent insider trading and to assist Covered Persons in comp |
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| February 26, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-392 |
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| February 19, 2025 |
Exhibit 10.1 Execution Version AMENDMENT NO. 7 TO CREDIT AGREEMENT This AMENDMENT NO. 7 TO CREDIT AGREEMENT, dated as of February 14, 2025 (together with all exhibits and schedules hereto, this “Amendment”), is entered into by and among APi Group DE, Inc., a Delaware corporation (the “Borrower”), APi Group Corporation, a Delaware corporation (“Holdings”), certain subsidiaries of the Borrower party |
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| February 19, 2025 |
Exhibit 99.1 -APi Group Provides Update on 2024 Performance and Initial 2025 Guidance and Announces Repricing of Term Loan- New Brighton, Minnesota – February 19, 2025 – APi Group Corporation (NYSE: APG) (“APi” or the “Company”) today provided an update on year-end 2024 results and net revenue and adjusted EBITDA guidance for 2025. The Company also announced the successful repricing of its Term Lo |
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| February 19, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): February 14, 2025 APi Group Corporation (Exact name of registrant as specified in its charter) Delaware 001-39275 98-1510303 (State or other jurisdiction of incorporation or organizat |
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| February 14, 2025 |
EXHIBIT A - JOINT FILING AGREEMENT EX-99.1 2 jointfilingagreement.htm EXHIBIT A - JOINT FILING AGREEMENT This joint filing agreement is made and entered into as of this 14th day of February, 2025, by and among Viking Global Investors LP, Viking Global Opportunities Parent GP LLC, Viking Global Opportunities GP LLC, Viking Global Opportunities Portfolio GP LLC, Viking Global Opportunities Illiquid Investments Sub-Master LP, O. Andre |
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| January 3, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 12/31/2024 Date of Report (date of earliest event reported) APi Group Corporation (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001-39275 (Commission Fi |
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| November 22, 2024 |
APi Group Announces CFO Transition -Reaffirms 2024 Financial Guidance- Exhibit 99.1 APi Group Announces CFO Transition -Reaffirms 2024 Financial Guidance- NEW BRIGHTON, Minn. – November 22, 2024 — APi Group Corporation (NYSE: APG) (“APi” or the “Company”) today announced that Kevin Krumm, Chief Financial Officer, will step down from his role on December 13, 2024 to accept another opportunity. David Jackola, current Chief Financial Officer and Vice President of Transf |
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| November 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 11/22/2024 Date of Report (date of earliest event reported) APi Group Corporation (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001-39275 (Commission Fi |
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| November 14, 2024 |
APG / APi Group Corporation / FRANKLIN MARTIN E - SC 13D/A Activist Investment SC 13D/A 1 d905382dsc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 6)* APi Group Corporation (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 00187Y 100 (Common Stock) (CUSIP Number) Mariposa Acquisition IV, LLC c/o Mariposa Capital, LLC 500 Sou |
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| October 31, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Numbe |
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| October 31, 2024 |
Exhibit 99.1 APi Group Reports Third Quarter 2024 Financial Results -Third quarter net revenues of $1.8 billion, representing growth of 2.4% with double digit inspection revenue growth in U.S. Life Safety- -Record third quarter net income of $69 million, representing year-over-year growth of 28%- -Record third quarter adjusted EBITDA of $245 million, representing year-over-year growth of 9%- -Reco |
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| October 31, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 10/31/2024 Date of Report (date of earliest event reported) APi Group Corporation (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001-39275 (Commission Fi |
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| October 31, 2024 |
Exhibit 95.1 MINE SAFETY DISCLOSURES The following disclosures are provided pursuant to Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Act”) and Item 104 of Regulation S-K, which requires certain disclosures by companies required to file periodic reports under the Securities Exchange Act of 1934, as amended, that operate mines regulated under the Federal Min |
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| August 1, 2024 |
Exhibit 95.1 MINE SAFETY DISCLOSURES The following disclosures are provided pursuant to Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Act”) and Item 104 of Regulation S-K, which requires certain disclosures by companies required to file periodic reports under the Securities Exchange Act of 1934, as amended, that operate mines regulated under the Federal Min |
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| August 1, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 8/1/2024 Date of Report (date of earliest event reported) APi Group Corporation (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001-39275 (Commission File |
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| August 1, 2024 |
As filed with the Securities and Exchange Commission on August 1, 2024 S-8 POS 1 s-8pos1august2024.htm S-8 POS As filed with the Securities and Exchange Commission on August 1, 2024 Registration No. 333-254675 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 APi Group Corporation (Exact name of Registrant as specified in its charter) Delaware (Sta |
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| August 1, 2024 |
Exhibit 99.1 APi Group Reports Second Quarter 2024 Financial Results -Second quarter net revenues of $1.7 billion, with continued double-digit inspection growth- -Record second quarter net income of $69 million, representing year-over-year growth of 44%- -Record second quarter adjusted EBITDA of $231 million, representing year-over-year growth of 14%- -Record second quarter free cash flow generati |
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| August 1, 2024 |
Calculation of Filing Fee Tables S-8 APi Group Corp Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee 1 Equity Common Stock, par value $0. |
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| August 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001 |
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| August 1, 2024 |
As filed with the Securities and Exchange Commission on August 1, 2024 As filed with the Securities and Exchange Commission on August 1, 2024 Registration No. |
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| July 8, 2024 |
APG / APi Group Corporation / BlackRock Inc. Passive Investment SC 13G/A 1 us00187y1001070824.txt us00187y1001070824.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 4) API GROUP CORPORATION - (Name of Issuer) Common Stock - (Title of Class of Securities) 00187Y100 - (CUSIP Number) June 30, 2024 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box |
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| June 20, 2024 |
Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 6/14/2024 Date of Report (date of earliest event reported) APi Group Corporation (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001-39275 (Commission Fil |
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| June 18, 2024 |
APG / APi Group Corporation / VIKING GLOBAL INVESTORS LP Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G INFORMATION TO BE INCLUDED IN STATEMENTS PURSUANT TO RULES 13d- 1(b),(c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934* (Amendment No. 5) APi Group Corporation (Name of Issuer) Common stock, $0.0001 par value per share (Title of Class of Securities) 00187Y100 (CUS |
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| June 4, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 6/3/2024 Date of Report (date of earliest event reported) APi Group Corporation (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001-39275 (Commission File |
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| June 4, 2024 |
Exhibit 99.1 APi Group Completes Acquisition of Elevated Facility Services Group -Establishes new statutorily mandated service platform in the highly attractive elevator and escalator services space- - Accelerates business mix shift towards 60% of revenues from inspection, service, and monitoring- -Company raises full year guidance- New Brighton, Minnesota – June 4, 2024 – APi Group Corporation (N |
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| May 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report APi Group Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-39275 (State or other jurisdiction of incorporation or organization) (Commission File Number) 1100 Old Highway 8 NW New Brighton, MN 55112 (Address of principal executive offices) (Zip Code) Louis B. |
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| May 13, 2024 |
Exhibit 99.1 APi Group Announces Successful Completion of Debt Refinancing and Provides Update on Upcoming Investor Conference New Brighton, Minnesota – May 13, 2024 – APi Group Corporation (NYSE: APG) (“APG”, “APi” or the “Company”) a global, market-leading business services provider of life safety, security and specialty services, today announced the successful refinancing of all of its term loa |
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| May 13, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 10, 2024 APi Group Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-39275 98-1510303 (State or Other Jurisdiction of Incorporation) (Commission File |
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| May 13, 2024 |
Exhibit 10.1 Execution Version AMENDMENT NO. 6 TO CREDIT AGREEMENT This AMENDMENT NO. 6 TO CREDIT AGREEMENT, dated as of May 10, 2024 (together with all exhibits and schedules hereto, this “Amendment”), is entered into by and among APi Group DE, Inc., a Delaware corporation (the “Borrower”), APi Group Corporation, a Delaware corporation (“Holdings”), certain subsidiaries of the Borrower party here |
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| May 2, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 00 |
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| May 2, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 5/2/2024 Date of Report (date of earliest event reported) APi Group Corporation (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001-39275 (Commission File |
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| May 2, 2024 |
Exhibit 95.1 MINE SAFETY DISCLOSURES The following disclosures are provided pursuant to Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Act”) and Item 104 of Regulation S-K, which requires certain disclosures by companies required to file periodic reports under the Securities Exchange Act of 1934, as amended, that operate mines regulated under the Federal Min |
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| May 2, 2024 |
Exhibit 99.1 APi Group Reports First Quarter 2024 Financial Results -Record first quarter net income of $45 million, representing year-over-year growth of 73%- -Record first quarter adjusted EBITDA of $175 million, representing year-over-year growth of 19%- -Simplifies capital structure by retiring all outstanding Series B Preferred Stock- -Enters new, adjacent service market with agreement to acq |
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| April 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy State |
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| April 29, 2024 |
COURTESY PDF OF PROXY STATEMENT )Notice of 2024 Annual Meeting of Shareholders It is my pleasure to invite you to attend APi Group Corporation’s 2024 Annual Meeting of Shareholders (“2024 Annual Meeting”). |
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| April 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy State |
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| April 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported) April 25, 2024 APi Group Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-39275 98-1510303 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| April 19, 2024 |
Exhibit 1.1 Execution Version APi Group Corporation 11,000,000 Shares Common Stock ($0.0001 par value) Underwriting Agreement New York, New York April 16, 2024 Citigroup Global Markets Inc. BofA Securities, Inc. UBS Securities LLC As Representatives of the several Underwriters, c/o Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013 c/o BofA Securities, Inc. One Bryant Park |
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| April 19, 2024 |
APG / APi Group Corporation / FRANKLIN MARTIN E - SC 13D/A Activist Investment SC 13D/A 1 d827509dsc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 5)* APi Group Corporation (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 00187Y 100 (Common Stock) (CUSIP Number) Mariposa Acquisition IV, LLC c/o Mariposa Capital, LLC 500 Sou |
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| April 19, 2024 |
[Form of Lock-Up Agreement] APi Group Corporation Public Offering of Common Stock EX-99.F 2 d827509dex99f.htm EX-99.F Exhibit F [Form of Lock-Up Agreement] APi Group Corporation Public Offering of Common Stock February 29, 2024 UBS Securities LLC Citigroup Global Markets Inc. As Representatives of the several Underwriters, c/o UBS Securities LLC 11 Madison Avenue New York, New York 10010 c/o Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013 Ladies and |
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| April 19, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported) April 16, 2024 APi Group Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-39275 98-1510303 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| April 19, 2024 |
[Form of Lock-Up Agreement] APi Group Corporation Public Offering of Common Stock EX-99.G 3 d827509dex99g.htm EX-99.G Exhibit G [Form of Lock-Up Agreement] APi Group Corporation Public Offering of Common Stock April 16, 2024 Citigroup Global Markets Inc. BofA Securities, Inc. UBS Securities LLC As Representatives of the several Underwriters, c/o Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013 c/o BofA Securities, Inc. One Bryant Park New York, New Yo |
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| April 19, 2024 |
–APi Group Announces Pricing of Public Offering of Common Stock– Exhibit 99.2 –APi Group Announces Pricing of Public Offering of Common Stock– NEW BRIGHTON, Minn.—(BUSINESS WIRE)— APi Group Corporation (NYSE: APG) (“APi” or the “Company”) announced the pricing of an underwritten public offering of 11,000,000 shares of common stock at a public offering price of $37.50 per share. The gross proceeds to APi from the offering are expected to be approximately $412,50 |
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| April 19, 2024 |
–APi Group Announces Launch of Public Offering of Common Stock– Exhibit 99.1 –APi Group Announces Launch of Public Offering of Common Stock– 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 11,000,000 shares of its common stock. In connection with the offering, APi intends to grant the underwriters a 30-day option to purchase additional share |
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| April 18, 2024 |
EXHIBIT 107 Calculation of Filing Fee Tables Form S-3ASR (Form Type) APi Group Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Newly Registered Securities Fees to Be Paid Equity Common Stock, par value $0. |
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| April 18, 2024 |
APi Group Corporation 11,000,000 Shares of Common Stock Table of Contents Filed Pursuant to Rule 424(b)(2) Registration No. 333-271651 PROSPECTUS SUPPLEMENT (To prospectus dated May 4, 2023) APi Group Corporation 11,000,000 Shares of Common Stock We are offering up to 11,000,000 shares of our common stock, par value $0.0001 per share (the “Common Stock”). Our Common Stock is listed on the New York Stock Exchange (the “NYSE”) under the ticker symbol “AP |
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| April 16, 2024 |
SUBJECT TO COMPLETION DATED APRIL 16, 2024 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-271651 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities and are not soliciting an offer to buy these securities in any jurisdiction where such offer or sale is not permit |
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| April 15, 2024 |
Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported) April 15, 2024 APi Group Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-39275 98-1510303 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| April 15, 2024 |
Exhibit 99.1 APi Group Enters New, Adjacent Service Market with Acquisition of Elevated Facility Services Group -Establishes new statutorily mandated service platform in the highly attractive elevator and escalator services space- -Accretive to adjusted earnings per share- -Enhances gross profit margin, adjusted EBITDA margin, adjusted free cash flow and creates opportunities for cross selling- -A |
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| March 5, 2024 |
Certificate of Elimination of 5.5% Series B Perpetual Convertible Preferred Stock Exhibit 3.1 CERTIFICATE OF ELIMINATION OF 5.5% SERIES B PERPETUAL CONVERTIBLE PREFERRED STOCK OF API GROUP CORPORATION (Pursuant to Section 151(g) of the General Corporation Law of the State of Delaware) APi Group Corporation, a corporation duly organized and existing under the laws of the State of Delaware (the “Company”), in accordance with the provisions of Section 151(g) of the General Corpora |
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| March 5, 2024 |
–APi Group Announces Pricing of Upsized Secondary Public Offering of Common Stock– Exhibit 99.2 –APi Group Announces Pricing of Upsized Secondary Public Offering of Common Stock– New Brighton, Minnesota – February 29, 2024 – 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 Bla |
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| March 5, 2024 |
Exhibit 10.1 APi Group Corporation 10,569,106 Shares Common Stock ($0.0001 par value) Underwriting Agreement New York, New York February 29, 2024 UBS Securities LLC Citigroup Global Markets Inc. As Representatives of the several Underwriters, c/o UBS Securities LLC 11 Madison Avenue New York, New York 10010 c/o Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013 Ladies and |
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| March 5, 2024 |
–APi Group Announces Launch of Secondary Public Offering of Common Stock– Exhibit 99.1 –APi Group Announces Launch of Secondary Public Offering of Common Stock– New Brighton, Minnesota – February 28, 2024 – APi Group Corporation (NYSE: APG) (“APi” or the “Company”) announced today that certain funds affiliated with Blackstone Inc. (the “Blackstone Selling Stockholders”) and Viking Global Investors LP (the “Viking Selling Stockholders”), collectively, the “Selling Stockh |
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| March 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported) February 28, 2024 APi Group Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-39275 98-1510303 (State or Other Jurisdiction of Incorporation) (Commission |
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| March 4, 2024 |
APi Group Corporation 10,569,106 shares of Common Stock Table of Contents Filed Pursuant to Rule 424(b)(7) Registration No. 333-261985 PROSPECTUS SUPPLEMENT (To prospectus dated January 7, 2022) APi Group Corporation 10,569,106 shares of Common Stock The selling stockholders named in this prospectus supplement are selling an aggregate of up to 10,569,106 shares of our common stock (“Common Stock”) that were issued upon conversion of shares of 5.5% Seri |
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| March 1, 2024 |
APG / APi Group Corporation / VIKING GLOBAL INVESTORS LP Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G INFORMATION TO BE INCLUDED IN STATEMENTS PURSUANT TO RULES 13d- 1(b),(c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934* (Amendment No. 4) APi Group Corporation (Name of Issuer) Common stock, $0.0001 par value per share (Title of Class of Securities) 00187Y100 (CUS |
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| March 1, 2024 |
APi Group Corporation 10,569,106 Shares Common Stock ($0.0001 par value) Underwriting Agreement EX-99.3 2 d744088dex993.htm EX-99.3 Exhibit 3 Execution Version APi Group Corporation 10,569,106 Shares Common Stock ($0.0001 par value) Underwriting Agreement New York, New York February 29, 2024 UBS Securities LLC Citigroup Global Markets Inc. As Representatives of the several Underwriters, c/o UBS Securities LLC 11 Madison Avenue New York, New York 10010 c/o Citigroup Global Markets Inc. 388 Gr |
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| March 1, 2024 |
APG / APi Group Corporation / Blackstone Holdings III L.P. - SC 13D/A Activist Investment SC 13D/A 1 d744088dsc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-l(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 2)* APi Group Corporation (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) |
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| February 28, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported) February 28, 2024 APi Group Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-39275 98-1510303 (State or Other Jurisdiction of Incorporation) (Commission |
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| February 28, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-392 |
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| February 28, 2024 |
Exhibit 95.1 MINE SAFETY DISCLOSURES The following disclosures are provided pursuant to Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Act”) and Item 104 of Regulation S-K, which requires certain disclosures by companies required to file periodic reports under the Securities Exchange Act of 1934, as amended, that operate mines regulated under the Federal Min |
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| February 28, 2024 |
Exhibit 10.2 AMENDMENT NO. 5 TO CREDIT AGREEMENT This AMENDMENT NO. 5 TO CREDIT AGREEMENT, dated as of February 28, 2024 (together with the schedule hereto, this “Amendment”), is entered into by and among APi Group DE, Inc., a Delaware corporation (the “Borrower”), APi Group Corporation, a Delaware corporation (“Holdings”), certain subsidiaries of the Borrower party hereto, Citibank, N.A., as coll |
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| February 28, 2024 |
Exhibit 97.1 Executive Compensation Clawback Policy Adopted and approved as of August 1, 2023 1. Purpose As required under the listing standards of the New York Stock Exchange (the “NYSE” or “Stock Exchange”), Section 10D of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and Rule 10D-1 under the Exchange Act, the Board of Directors (the “Board”) of APi Group Corporation (the |
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| February 28, 2024 |
List of subsidiaries of the registrant. Exhibit 21.1 Legal Name Jurisdiction 3S Incorporated Indiana Chubb Australia Pty Ltd. Australia A. P. I. Inc. Minnesota A.P.I. Garage Door, Inc. Minnesota Chubb Fire & Security Pty Ltd Australia American Fire Protection Group, Inc. Minnesota APi Acquisition IV, Inc. Minnesota APi Acquisition V, Inc. Minnesota APi Acquisition, Inc. Minnesota APi Group Corporation Delaware APi Group DE, Inc. Delawar |
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| February 28, 2024 |
Exhibit 10.1 EXECUTION COPY CONVERSION AND REPURCHASE AGREEMENT This CONVERSION AND REPURCHASE AGREEMENT (together with the annexes hereto, as amended, this “Agreement”) is entered into as of February 28, 2024 (the “Effective Date”), by and among APi Group Corporation, a Delaware corporation (the “Company”), Juno Lower Holdings L.P., a Delaware limited partnership (“Juno Lower Holdings”), FD Juno |
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| February 28, 2024 |
SUBJECT TO COMPLETION DATED FEBRUARY 28, 2024 424B7 Table of Contents Filed Pursuant to Rule 424(b)(7) Registration No. 333-261985 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities and are not soliciting an offer to buy these securities in any jurisdiction where such offer or sale is not |
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| February 28, 2024 |
Exhibit 99.1 APi Group Reports Fourth Quarter and Full Year 2023 Financial Results and Announces Agreement to Retire All Outstanding Series B Preferred Stock from Blackstone and Viking -Record full year net revenues of $6.9 billion, representing approximately 6% and 5.5% reported and organic growth, respectively, with continued double-digit organic core inspection revenue growth- -Record reported |
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| February 20, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 02/20/2024 Date of Report (date of earliest event reported) APi Group Corporation (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001-39275 (Commission Fi |
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| February 20, 2024 |
-APi Group Provides Update on 2023 Performance and Initial 2024 Guidance- Exhibit 99.1 -APi Group Provides Update on 2023 Performance and Initial 2024 Guidance- New Brighton, Minnesota – February 20, 2024 – APi Group Corporation (NYSE: APG) (“APi” or the “Company”) today provided an update on year-end 2023 results and net revenue and adjusted EBITDA guidance for 2024. The Company is participating in two upcoming investor conferences and may discuss these items while at |
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| February 14, 2024 |
APG / APi Group Corporation / VIKING GLOBAL INVESTORS LP Passive Investment SC 13G/A 1 sayw2402140913ga.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G INFORMATION TO BE INCLUDED IN STATEMENTS PURSUANT TO RULES 13d- 1(b),(c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934* (Amendment No. 3) APi Group Corporation (Name of Issuer) Common stock, $0.0001 par value per share (Title of Cla |
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| February 13, 2024 |
APG / APi Group Corporation / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 3)* Name of issuer: API Group Corp Title of Class of Securities: Common Stock CUSIP Number: 00187Y100 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Rule |
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| January 3, 2024 |
APG / APi Group Corporation / FRANKLIN MARTIN E - SC 13D/A Activist Investment SC 13D/A 1 d384154dsc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4)* APi Group Corporation (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 00187Y 100 (Common Stock) (CUSIP Number) Mariposa Acquisition IV, LLC c/o Mariposa Capital, LLC 500 Sou |
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| January 2, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 1/02/2024 Date of Report (date of earliest event reported) APi Group Corporation (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001-39275 (Commission Fil |
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| December 19, 2023 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 12/19/2023 Date of Report (date of earliest event reported) APi Group Corporation (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001-39275 (Commission Fi |
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| December 19, 2023 |
APi Group Announces Debt Paydown Exhibit 99.1 APi Group Announces Debt Paydown New Brighton, Minnesota – December 19, 2023 – APi Group Corporation (NYSE: APG) (“APi” or the “Company”), a global, market-leading business services provider of life safety, security and specialty services, today announced that the Company has recently paid down an additional $175 million on its Term Loan due 2026, leaving $330 million outstanding. APi |
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| November 27, 2023 |
Exhibit 99.1 APi Group Provides Update on Chubb Value Capture Progress -Run-rate Value Capture Target Increased 25% from $100 million to $125 million- New Brighton, Minnesota – November 27, 2023 – APi Group Corporation (NYSE: APG) (“APi” or the “Company”), a global, market-leading business services provider of life safety, security and specialty services, today provided an update on the strategic |
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| November 27, 2023 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 11/27/2023 Date of Report (date of earliest event reported) APi Group Corporation (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001-39275 (Commission Fi |
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| November 2, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Numbe |
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| November 2, 2023 |
Exhibit 99.1 APi Group Reports Third Quarter 2023 Financial Results -Record first nine months net revenues of $5.2 billion, representing approximately 7% reported and organic growth, with continued double-digit organic core inspection revenue growth- -Reported net income of $54 million and adjusted EBITDA of $224 million for the third quarter, representing year-over-year net income growth of 93% a |
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| November 2, 2023 |
Exhibit 95.1 MINE SAFETY DISCLOSURES The following disclosures are provided pursuant to Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Act”) and Item 104 of Regulation S-K, which requires certain disclosures by companies required to file periodic reports under the Securities Exchange Act of 1934, as amended, that operate mines regulated under the Federal Min |
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| November 2, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 11/02/2023 Date of Report (date of earliest event reported) APi Group Corporation (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001-39275 (Commission Fi |
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| October 13, 2023 |
Exhibit 10.1 AMENDMENT NO. 4 TO CREDIT AGREEMENT This AMENDMENT NO. 4 TO CREDIT AGREEMENT, dated as of October 11, 2023 (together with all exhibits and schedules hereto, this “Amendment”), is entered into by and among APi Group DE, Inc., a Delaware corporation (the “Borrower”), APi Group Corporation, a Delaware corporation (“Holdings”), certain subsidiaries of the Borrower party hereto, Citibank, |
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| October 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 11, 2023 APi Group Corporation (Exact name of Registrant as Specified in Its Charter) Delaware 001-39275 98-1510303 (State or Other Jurisdiction of Incorporation) (Commission |
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| October 6, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 10/06/2023 Date of Report (date of earliest event reported) APi Group Corporation (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001-39275 (Commission Fi |
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| October 6, 2023 |
Exhibit 99.1 APi Group Reprices Term Loans New Brighton, Minnesota – October 6, 2023 – APi Group Corporation (NYSE: APG) (“APi” or the “Company”), a global, market-leading business services provider of life safety, security and specialty services, today announced the successful repricing of its Term Loans due 2026 and 2029, respectively. The repricing reduces the applicable margin on all outstandi |
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| August 16, 2023 |
APG / APi Group Corporation / Blackstone Holdings III L.P. - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* APi Group Corporation (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 00187Y 100 (CUSIP Number) John G. Finley Blackstone Inc. 345 Park Avenue New York, New York 10154 Tel: (212) 583-5000 with a copy to: |
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| August 3, 2023 |
Exhibit 99.1 APi Group Reports Record Second Quarter 2023 Financial Results -Record reported net revenues of $1.8 billion, representing growth of 7.4% and organic net revenue growth of 7.6% - -Reported net income of $48 million and adjusted EBITDA of $203 million, representing year-over-year adjusted EBITDA margin expansion of 80 basis points- -Raising full year guidance for both net revenues and |
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| August 3, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 03, 2023 APi Group Corporation (Exact name of Registrant as Specified in Its Charter) Delaware 001-39275 98-1510303 (State or Other Jurisdiction of Incorporation) (Commission F |
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| August 3, 2023 |
Exhibit 10.24 Execution Version AMENDMENT NO. 3 TO CREDIT AGREEMENT This AMENDMENT NO. 3 TO CREDIT AGREEMENT, dated as of May 19, 2023 (this “Amendment”), is entered into by and among APi Group DE, Inc., a Delaware corporation (the “Borrower”), and Citibank, N.A., as collateral agent and administrative agent (in such respective capacities, the “Collateral Agent” and the “Administrative Agent”; col |
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| August 3, 2023 |
Exhibit 95.1 MINE SAFETY DISCLOSURES The following disclosures are provided pursuant to Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Act”) and Item 104 of Regulation S-K, which requires certain disclosures by companies required to file periodic reports under the Securities Exchange Act of 1934, as amended, that operate mines regulated under the Federal Min |
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| August 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-39275 APi Group C |
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| July 11, 2023 |
Exhibit 99.1 -APi Group Provides Preliminary Second Quarter 2023 Financial Results - -Announces Update on M&A Activities- -Announces Date of Second Quarter 2023 Earnings Release- New Brighton, Minnesota – July 11, 2023 – APi Group Corporation (NYSE: APG) (“APi” or the “Company”) today provided preliminary second quarter 2023 results. The Company also provided an update on recent M&A activities. Th |
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| July 11, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 11, 2023 APi Group Corporation (Exact name of Registrant as Specified in Its Charter) Delaware 001-39275 98-1510303 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| June 20, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 15, 2023 APi Group Corporation (Exact name of Registrant as Specified in Its Charter) Delaware 001-39275 98-1510303 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| May 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report APi Group Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-39275 (State or other jurisdiction of incorporation or organization) (Commission File Number) 1100 Old Highway 8 NW New Brighton, MN 55112 (Address of principal executive offices) (Zip Code) Louis B. |
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| May 4, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-39275 APi Group |
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| May 4, 2023 |
Exhibit 95.1 MINE SAFETY DISCLOSURES The following disclosures are provided pursuant to Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Act”) and Item 104 of Regulation S-K, which requires certain disclosures by companies required to file periodic reports under the Securities Exchange Act of 1934, as amended, that operate mines regulated under the Federal Min |
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| May 4, 2023 |
Form of Indenture between the registrant and one or more trustees to be named therein. EX-4.3 Exhibit 4.3 API GROUP CORPORATION FORM OF INDENTURE Dated as of , 20 [Name of Trustee] Trustee TABLE OF CONTENTS page Article I. DEFINITIONS AND INCORPORATION BY REFERENCE 5 Section 1.1 Definitions 5 Section 1.2 Other Definitions 8 Section 1.3 Incorporation by Reference of Trust Indenture Act 8 Section 1.4 Rules of Construction 8 Article II. THE SECURITIES 9 Section 2.1 Issuable in Series 9 |
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| May 4, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) APi Group Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to be Paid Equity Common Stock, par value $0. |
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| May 4, 2023 |
Exhibit 99.1 APi Group Reports Record First Quarter 2023 Financial Results -Reported net revenue growth of 9.7% and organic net revenue growth of 12.1% - -Reported net income of $26 million and adjusted EBITDA of $147 million, representing year-over-year adjusted EBITDA margin expansion of 40 basis points- -Raising full year guidance for both net revenues and adjusted EBITDA- New Brighton, Minneso |
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| May 4, 2023 |
As filed with the Securities and Exchange Commission on May 4, 2023 Table of Contents As filed with the Securities and Exchange Commission on May 4, 2023 Registration Statement No. |
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| May 4, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 04, 2023 APi Group Corporation (Exact name of Registrant as Specified in Its Charter) Delaware 001-39275 98-1510303 (State or Other Jurisdiction of Incorporation) (Commission File |
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| April 28, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defi |
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| April 28, 2023 |
DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro |
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| March 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-39275 APi Group Corpo |
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| March 1, 2023 |
Exhibit 95.1 MINE SAFETY DISCLOSURES The following disclosures are provided pursuant to Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Act”) and Item 104 of Regulation S-K, which requires certain disclosures by companies required to file periodic reports under the Securities Exchange Act of 1934, as amended, that operate mines regulated under the Federal Min |
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| March 1, 2023 |
Executive Officer Severance Policy Exhibit 10.29 Executive Officer Severance Policy ARTICLE I - PURPOSE This Executive Officer Severance Policy (the “Policy”) has been established by the Company on January 1, 2023 (the “Effective Date”) to provide certain executives with the opportunity to receive severance benefits under certain circumstances upon termination of employment. The purpose of the Policy is to attract and retain qualif |
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| March 1, 2023 |
List of subsidiaries of the registrant. Exhibit 21.1 Subsidiaries of APi Group Corporation Legal Name Jurisdiction 3S Incorporated Indiana 6232698 Canada Inc. (Direct Fire Protection Systems) Canada A. P. I. Inc. Minnesota A.P.I. Garage Door, Inc. Minnesota Acces Control Systems Ltd. Hong Kong AED-Partner International B.V. Netherlands American Fire Protection Group, Inc. Minnesota APi Acquisition IV, Inc. Minnesota APi Acquisition V, I |
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| March 1, 2023 |
Offer Letter, dated June 23, 2022, between APi Group Corporation and Louis Lambert Exhibit 10.31 June 23, 2022 Louis Lambert Minneapolis, MN 55424 Dear Louis, Thank you for your interest in joining APi Group, Inc. (“APi Group” or the “Company”) as Senior Vice President, General Counsel and Secretary. Based on our recent discussions, I am pleased to extend you this offer of employment. We believe your talents will be a valuable addition to our company and an excellent opportunity |
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| March 1, 2023 |
Offer Letter, dated January 13, 2022, between APi Group Corporation and Kristina Morton Exhibit 10.30 1100 Old Highway 8 NW New Brighton, MN 55112 Phone 651.636.4320 Fax 651.636.0312 www.apigroupinc.com January 13, 2022 Ms. Kristina Morton Edina, MN 55076 Dear Kristina, Thank you for taking the time to meet with our team at APi Group. We believe that your leadership will add depth and breadth to our existing team. Additionally, we believe that you will be a great cultural fit with ou |
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| February 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 28, 2023 APi Group Corporation (Exact name of Registrant as Specified in Its Charter) Delaware 001-39275 98-1510303 (State or Other Jurisdiction of Incorporation) (Commission |
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| February 28, 2023 |
Exhibit 99.1 APi Group Reports Fourth Quarter and Fiscal Year 2022 Financial Results -Reported net revenues increased by approximately 53% and 66% in the fourth quarter and full year, respectively- -Net revenues increased on an organic basis by approximately 6% and 12% in the fourth quarter and full year, respectively- -Reported and adjusted gross margin expansion of 255 and 319 basis points, resp |
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| February 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported) February 21, 2023 APi Group Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-39275 98-1510303 (State or Other Jurisdiction of Incorporation) (Commission |
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| February 21, 2023 |
EX-99.1 Exhibit 99.1 -APi Group Provides Preliminary Year-End 2022 Results- -Provides Initial Net Revenues and Adjusted EBITDA Guidance for 2023- New Brighton, Minnesota – February 21, 2023 – APi Group Corporation (NYSE: APG) (“APG”, “APi” or the “Company”) today provided preliminary year-end 2022 results and initial net revenues and adjusted EBITDA guidance for 2023. The Company is participating |
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| February 14, 2023 |
APG / APi Group Corp / VIKING GLOBAL INVESTORS LP - SC 13G/A Passive Investment SC 13G/A 1 brhc10048024sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G INFORMATION TO BE INCLUDED IN STATEMENTS PURSUANT TO RULES 13d- 1(b),(c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934* (Amendment No. 2) APi Group Corporation (Name of Issuer) Common stock, $0.0001 par value per share (T |
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| February 9, 2023 |
APG / APi Group Corp / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SC 13G/A 1 tv0279-apigroupcorp.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 2)* Name of issuer: API Group Corp. Title of Class of Securities: Common Stock CUSIP Number: 00187Y100 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to designate the ru |
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| November 3, 2022 |
Exhibit 99.1 APi Group Reports Record Third Quarter and Nine Months 2022 Financial Results -Record third quarter net revenues of $1.7 billion- -Reported net revenues increased by 66% and net revenues increased on an organic basis by 16% in the third quarter- -Reported and adjusted gross margin expansion of 129 and 208 basis points, respectively, in the third quarter- -Reported diluted earnings per |
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| November 3, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 03, 2022 APi Group Corporation (Exact name of Registrant as Specified in Its Charter) Delaware 001-39275 98-1510303 (State or Other Jurisdiction of Incorporation) (Commission |
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| November 3, 2022 |
Exhibit 95.1 MINE SAFETY DISCLOSURES The following disclosures are provided pursuant to Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Act”) and Item 104 of Regulation S-K, which requires certain disclosures by companies required to file periodic reports under the Securities Exchange Act of 1934, as amended, that operate mines regulated under the Federal Min |
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| November 3, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-39275 APi Gr |
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| August 4, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 02, 2022 APi Group Corporation (Exact name of Registrant as Specified in Its Charter) Delaware 001-39275 98-1510303 (State or Other Jurisdiction of Incorporation) (Commission F |
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| August 4, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-39275 APi Group C |
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| August 4, 2022 |
Exhibit 95.1 MINE SAFETY DISCLOSURES The following disclosures are provided pursuant to Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the ?Act?) and Item 104 of Regulation S-K, which requires certain disclosures by companies required to file periodic reports under the Securities Exchange Act of 1934, as amended, that operate mines regulated under the Federal Min |
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| August 4, 2022 |
Exhibit 99.1 APi Group Reports Second Quarter and First Half 2022 Financial Results -Record second quarter net revenues of $1.6 billion- -Reported net revenues increased by 69% and net revenues increased on an organic basis by 12% in the second quarter- -Reported and adjusted gross margin expansion of 270 and 282 basis points, respectively, in the second quarter- -Record second quarter adjusted EB |
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| August 4, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported) August 4, 2022 APi Group Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-39275 98-1510303 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| July 19, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported) July 19, 2022 APi Group Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-39275 98-1510303 (State or Other Jurisdiction of Incorporation) (Commission File |
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| July 12, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported) July 12, 2022 APi Group Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-39275 98-1510303 (State or Other Jurisdiction of Incorporation) (Commission File |
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| June 17, 2022 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported) June 15, 2022 APi Group Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-39275 98-1510303 (State or Other Jurisdiction of Incorporation) (Commission File |
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| May 6, 2022 |
Exhibit 99.1 APi Group Corporation Condensed Consolidated Balance Sheets (GAAP) (Amounts in millions) (Unaudited) March 31, 2022 December 31, 2021 Assets Current assets: Cash and cash equivalents $ 315 $ 1,188 Restricted cash 3 302 Accounts receivable, net 1,184 767 Inventories 142 69 Contract assets 452 217 Prepaid expenses and other current assets 131 83 Total current assets 2,227 2,626 Property |
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| May 6, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported) May 4, 2022 APi Group Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-39275 98-1510303 (State or Other Jurisdiction of Incorporation |
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| May 4, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-39275 APi Group |
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| May 4, 2022 |
Exhibit 99.1 APi Group Reports First Quarter 2022 Financial Results -Reported net revenues increased by 83% and net revenues increased on an organic basis by 16% in the first quarter- -Reported and adjusted gross margin expansion of 302 and 371 basis points, respectively, in the first quarter- -Adjusted EBITDA margin expansion of 111 basis points in the first quarter- -Adjusted diluted earnings pe |
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| May 4, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported) May 4, 2022 APi Group Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-39275 98-1510303 (State or Other Jurisdiction of Incorporation) (Commission File N |
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| May 4, 2022 |
Exhibit 95.1 MINE SAFETY DISCLOSURES The following disclosures are provided pursuant to Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the ?Act?) and Item 104 of Regulation S-K, which requires certain disclosures by companies required to file periodic reports under the Securities Exchange Act of 1934, as amended, that operate mines regulated under the Federal Min |
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| April 29, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of Commission Only (as permitted by Rule 14a-6(e)(2)) |
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| April 29, 2022 |
DEF 14A 1 d299318ddef14a.htm DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Us |
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| April 1, 2022 |
Exhibit 4.2 FIRST SUPPLEMENTAL INDENTURE SUPPLEMENTAL INDENTURE (this ?Supplemental Indenture?), dated as of April 1, 2022, among the undersigned guarantors (each a ?Guaranteeing Subsidiary?, and collectively, the ?Guaranteeing Subsidiaries?), each a direct or indirect subsidiary of APi Group Corporation (or its permitted successor), a Delaware corporation (?Holdings?), APi Group DE, Inc., a Delaw |
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| April 1, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 1, 2022 APi Group Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-39275 98-1510303 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| March 29, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported) March 28, 2022 APi Group Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-39275 98-1510303 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| March 10, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported) March 4, 2022 APi Group Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-39275 98-1510303 (State or Other Jurisdiction of Incorporation) (Commission File |
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| March 1, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 01, 2022 APi Group Corporation (Exact name of Registrant as Specified in Its Charter) Delaware 001-39275 98-1510303 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| March 1, 2022 |
Exhibit 95.1 MINE SAFETY DISCLOSURES The following disclosures are provided pursuant to Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the ?Act?) and Item 104 of Regulation S-K, which requires certain disclosures by companies required to file periodic reports under the Securities Exchange Act of 1934, as amended, that operate mines regulated under the Federal Min |
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| March 1, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-39275 APi Group Corpo |
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| March 1, 2022 |
Exhibit 99.1 APi Group Reports Fourth Quarter and Full Year 2021 Financial Results -Reported net revenues increased by 26% and 10% in the fourth quarter and full year, respectively- -Net revenues increased on an organic basis by 27% in the fourth quarter, excluding Industrial Services- -Net revenues increased on an organic basis by 16% in the full year, excluding Industrial Services- -Reported gro |
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| March 1, 2022 |
List of subsidiaries of the registrant. EXHIBIT 21.1 Subsidiaries of APi Group Corporation Legal Name Jurisdiction 2570889 Ontario Inc. Canada 3S Incorporated Indiana 6232698 Canada Inc. (Direct Fire Protection Systems) Canada A. P. I. Inc. Minnesota A.P.I. Garage Door, Inc. Minnesota ABATECO, Inc. Minnesota AED-Partner International B.V. Netherlands American Fire Protection Group, Inc. Minnesota American Fire Systems, LLC Qatar APi Acq |
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| March 1, 2022 |
Exhibit 2.4 AMENDMENT TO STOCK PURCHASE AGREEMENT This AMENDMENT TO THE STOCK PURCHASE AGREEMENT (this ?Amendment?), dated as of January 3, 2022 (the ?Amendment Date?), is made by and among Carrier Global Corporation, a Delaware corporation (?Parent?), Carrier Investments UK Limited, a UK limited company (the ?Seller?), Chubb Limited, a UK limited company (the ?Company?), and APi Group Corporation |
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| March 1, 2022 |
Exhibit 4.1 DESCRIPTION OF CAPITAL STOCK The following summarizes the material terms of the common stock and preferred stock of APi Group Corporation (?we,? ?us,? ?our,? and the ?Company?) as set forth in our certificate of incorporation (including, without limitation, the certificates of designation governing the outstanding series of preferred stock) and our bylaws. While we believe that the fol |
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| February 23, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported) February 23, 2022 APi Group Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-39275 98-1510303 (State or Other Jurisdiction of Incorporation) (Commission |
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| February 23, 2022 |
EXHIBIT 99.1 -APi Group Provides Preliminary Year-End 2021 Results- -Provides Initial Net Revenues and Adjusted EBITDA Guidance for 2022- -Confirms Date of Fourth Quarter and Full Year 2021 Earnings Release- New Brighton, Minnesota ? February 23, 2022 ? APi Group Corporation (NYSE: APG) (?APG?, ?APi? or the ?Company?) today provided preliminary year-end 2021 results and initial net revenues and ad |
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| February 9, 2022 |
APG / APi Group Corp / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1)* Name of issuer: API Group Corp. Title of Class of Securities: Common Stock CUSIP Number: 00187Y100 Date of Event Which Requires Filing of this Statement: December 31, 2021 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Rul |
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| January 13, 2022 |
Exhibit E EXECUTION VERSION MARGIN LOAN AGREEMENT dated as of December 31, 2021 among FD JUNO HOLDINGS L. |
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| January 13, 2022 |
APG / APi Group Corp / Blackstone Holdings III L.P. - SC 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* APi Group Corporation (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 00187Y 100 (CUSIP Number) John G. Finley Blackstone Inc. 345 Park Avenue New York, New York 10154 Tel: (212) 583-5000 with a copy to: Peter Mar |
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| January 13, 2022 |
Exhibit A JOINT FILING AGREEMENT Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (the ?Exchange Act?) the undersigned hereby agree to the joint filing on behalf of each of them of any filing required by such party under Section 13 of the Exchange Act or any rule or regulation thereunder (including any amendment, restatement, supplement, and/or exhibit thereto) with respect to securities of APi Group Corporation, a Delaware corporation, and further agree to the filing, furnishing, and/or incorporation by reference of this Agreement as an exhibit thereto. |
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| January 5, 2022 |
APG / APi Group Corp / FRANKLIN MARTIN E - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* APi Group Corporation (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 00187Y 100 (Common Stock) (CUSIP Number) Mariposa Acquisition IV, LLC c/o Mariposa Capital, LLC 500 South Pointe Drive, Suite 240 Mia |
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| January 5, 2022 |
APG / APi Group Corp / VIKING GLOBAL INVESTORS LP - AMENDMENT TO FORM SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G INFORMATION TO BE INCLUDED IN STATEMENTS PURSUANT TO RULES 13d- 1(b),(c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934* (Amendment No. 1) APi Group Corporation (Name of Issuer) Common stock, $0.0001 par value per share (Title of Class of Securities) 00187Y100 (CUS |
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| January 5, 2022 |
APi Group Corporation 1100 Old Highway 8 NW New Brighton, MN 55112 APi Group Corporation 1100 Old Highway 8 NW New Brighton, MN 55112 January 5, 2022 Securities and Exchange Commission Division of Corporate Finance 100 F Street, NE Washington, DC 20549 Attention: Joe Ambrogi Re: APi Group Corporation Registration Statement on Form S-3 (File No. |
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| January 3, 2022 |
Exhibit 3.1 CERTIFICATE OF DESIGNATION OF 5.5% SERIES B PERPETUAL CONVERTIBLE PREFERRED STOCK OF API GROUP CORPORATION (Pursuant to Section 151 of the General Corporation Law of the State of Delaware) APi Group Corporation, a corporation organized and existing under the General Corporation Law of the State of Delaware (hereinafter, the ?Corporation?), hereby certifies that the following resolution |
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| January 3, 2022 |
Exhibit 99.2 U N A U D I T E D C O N D E N S E D C O M B I N E D F I N A N C I A L S T A T E M E N T S Chubb Fire & Security Group (A Business of Carrier Global Corporation) As of and for the Nine Months Ended September 30, 2021 and September 30, 2020 Chubb Fire & Security Group (A Business of Carrier Global Corporation) Condensed Combined Financial Statements Nine Months Ended September 30, 2021 |
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| January 3, 2022 |
Exhibit 99.1 APi Group Completes Acquisition of Chubb Fire & Security Business -Transforms APi into world?s leading life safety services provider- -Strengthens recurring revenue, services focused business model- New Brighton, Minnesota ? January 3, 2022 ? APi Group Corporation (NYSE: APG) (?APG?, ?APi? or the ?Company?) today announced that it has completed its previously announced acquisition of |
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| January 3, 2022 |
Table of Contents As filed with the Securities and Exchange Commission on January 3, 2022 Registration No. |
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| January 3, 2022 |
Exhibit 10.5 Execution Copy REGISTRATION RIGHTS AGREEMENT BY AND AMONG API GROUP CORPORATION, VIKING GLOBAL EQUITIES MASTER LTD. AND VIKING GLOBAL EQUITIES II, L.P. Dated as of January 3, 2022 TABLE OF CONTENTS Page Article I Resale Shelf Registration 1 Section 1.1 Resale Shelf Registration Statement 1 Section 1.2 Effectiveness Period 2 Section 1.3 Subsequent Shelf Registration 2 Section 1.4 Suppl |
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| January 3, 2022 |
Exhibit 4.2 FIRST SUPPLEMENTAL INDENTURE This FIRST SUPPLEMENTAL INDENTURE, dated as of January 3, 2022 (this ?Supplemental Indenture?), is entered into by and among APi Group DE, Inc., a Delaware corporation (?APi DE? or the ?Issuer?), APi Group Corporation, a Delaware corporation (?Holdings?), the parties that are signatories hereto as Guarantors (each, a ?Guaranteeing Subsidiary? and together, |
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| January 3, 2022 |
UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS Exhibit 99.3 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS The following unaudited pro forma condensed combined financial statements of APi Group (?APi?) and Chubb Limited?s (?Chubb?) fire and security business (the ?Chubb Business?) present the combination of the financial information of APi and the Chubb Business adjusted to give effect to APi?s acquisition of Chubb (the ?Chubb Acq |
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| January 3, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported) December 30, 2021 APi Group Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-39275 98-1510303 (State or Other Jurisdiction of Incorporation) (Commission |
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| January 3, 2022 |
Exhibit 10.4 Execution Copy REGISTRATION RIGHTS AGREEMENT BY AND AMONG API GROUP CORPORATION, JUNO LOWER HOLDINGS L.P. AND FD JUNO HOLDINGS L.P. Dated as of January 3, 2022 TABLE OF CONTENTS Page Article I Resale Shelf Registration 1 Section 1.1 Resale Shelf Registration Statement 1 Section 1.2 Effectiveness Period 2 Section 1.3 Subsequent Shelf Registration 2 Section 1.4 Supplements and Amendment |
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| December 20, 2021 |
Exhibit 10.1 Execution Version AMENDMENT NO. 2 TO CREDIT AGREEMENT This AMENDMENT NO. 2 TO CREDIT AGREEMENT, dated as of December 16, 2021 (together with all exhibits and schedules hereto, this ?Amendment?), is entered into by and among APi Group DE, Inc., a Delaware corporation (the ?Borrower?), APi Group Corporation, a Delaware corporation (?Holdings?), certain subsidiaries of the Borrower party |
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| December 20, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): December 15, 2021 APi Group Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-39275 98-1510303 (State or Other Jurisdiction of Incorporation) (Commission |
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| December 15, 2021 |
Exhibit 99.1 APi Group Provides Update on Full Year Guidance for 2021 -Net revenues for 2021 now expected to be at least $3.8 billion, up from prior guidance of $3.65 to $3.75 billion- -Acquisition of Chubb fire and security business on track to close in early January- -Company to provide initial guidance for 2022 in February 2022- New Brighton, Minnesota ? December 15, 2021 ? APi Group Corporatio |
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| December 15, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): December 15, 2021 APi Group Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-39275 98-1510303 (State or Other Jurisdiction of Incorporation) (Commission |
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| November 19, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1 (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-392 |
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| November 12, 2021 |
November 12, 2021 Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| November 10, 2021 |
Exhibit 99.1 APi Group Reports Third Quarter and Nine Month 2021 Financial Results -Net revenues increased on an organic basis by 13% in the third quarter, excluding Industrial Services- -Reported and adjusted gross margin expansion of 90 and 34 basis points, respectively, for the third quarter- -Acquisition of Chubb fire and security business on track to close around year-end 2021- New Brighton, |
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| November 10, 2021 |
Exhibit 95.1 MINE SAFETY DISCLOSURES The following disclosures are provided pursuant to Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the ?Act?) and Item 104 of Regulation S-K, which requires certain disclosures by companies required to file periodic reports under the Securities Exchange Act of 1934, as amended, that operate mines regulated under the Federal Min |
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| November 10, 2021 |
Exhibit 10.21 APi Escrow Corp. (to be merged with and into APi Group DE, Inc.) $300,000,000 4.750% Senior Notes due 2029 Purchase Agreement October 6, 2021 Citigroup Global Markets Inc. Barclays Capital Inc. As Representatives of the Initial Purchasers c/o Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013 c/o Barclays Capital Inc. 745 Seventh Avenue New York, New York 100 |
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| November 10, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q + UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-39275 APi |
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| November 10, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported) November 10, 2021 APi Group Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-39275 98-1510303 (State or Other Jurisdiction (Commission File Number) (IRS |
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| October 29, 2021 |
October 29, 2021 Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| October 22, 2021 |
Exhibit 99.1 APi Group Announces Date for Third Quarter 2021 Earnings Release -Affirms New Share Count Following Common Stock Offering- -Provides Preliminary Revenue Outlook for Third Quarter 2021- New Brighton, Minnesota ? October 22, 2021 ? APi Group Corporation (NYSE: APG) (?APG?, ?APi? or the ?Company?), announced today that it intends to release its third quarter financial results for the thr |
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| October 22, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): October 22, 2021 APi Group Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-39275 98-1510303 (State or Other Jurisdiction of Incorporation) (Commission |
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| October 21, 2021 |
APi Group Announces Closing of $300 Million Senior Notes Offering EXHIBIT 99.1 APi Group Announces Closing of $300 Million Senior Notes Offering New Brighton, Minnesota ? October 21, 2021 ? APi Group Corporation (NYSE: APG) (?APG?, ?APi? or the ?Company?) today announced the closing of the previously announced private offering by APi Escrow Corp., a wholly-owned subsidiary of the Company (the ?Escrow Issuer?), of $300 million aggregate principal amount of 4.750% |
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| October 21, 2021 |
EXHIBIT 4.1 Execution Version API ESCROW CORP. 4.750% SENIOR NOTES DUE 2029 INDENTURE Dated as of October 21, 2021 Computershare Trust Company, N.A., as Trustee TABLE OF CONTENTS Page Article 1 DEFINITIONS AND INCORPORATION BY REFERENCE 1 Section 1.01 Certain Definitions 1 Section 1.02 Other Definitions 38 Section 1.03 Rules of Construction 40 Article 2 THE NOTES 40 Section 2.01 Form and Dating 40 |
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| October 21, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): October 21, 2021 APi Group Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-39275 98-1510303 (State or Other Jurisdiction of Incorporation) (Commission |
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| October 7, 2021 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): October 7, 2021 APi Group Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-39275 98-1510303 (State or Other Jurisdiction of Incorporation) (Commission F |
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| October 7, 2021 |
APi Group Announces Pricing of $300 Million Senior Notes Offering Exhibit 99.1 APi Group Announces Pricing of $300 Million Senior Notes Offering New Brighton, Minnesota ? October 7, 2021 ? APi Group Corporation (NYSE: APG) (?APG?, ?APi? or the ?Company?) today announced the pricing of the previously announced private offering by APi Escrow Corp., a wholly-owned subsidiary of the Company (the ?Escrow Issuer?), of $300 million aggregate principal amount of 4.750% |
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| October 6, 2021 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): October 6, 2021 APi Group Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-39275 98-1510303 (State or Other Jurisdiction of Incorporation) (Commission F |
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| October 6, 2021 |
APi Group Announces Launch of Senior Notes Offering Exhibit 99.1 APi Group Announces Launch of Senior Notes Offering New Brighton, Minnesota ? October 6, 2021 ? APi Group Corporation (NYSE: APG) (?APG?, ?APi? or the ?Company?) today announced that APi Escrow Corp., a wholly-owned subsidiary of the Company (the ?Escrow Issuer?), intends to offer $300 million aggregate principal amount of Senior Notes due 2029 (the ?Notes?) in a private offering, sub |
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| October 4, 2021 |
October 4, 2021 Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| September 20, 2021 |
APi Group Corporation Public Offering of Common Stock Exhibit F Form of Lock-Up Agreement APi Group Corporation Public Offering of Common Stock September 14, 2021 Citigroup Global Markets Inc. |
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| September 20, 2021 |
APG / APi Group Corp / FRANKLIN MARTIN E - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* APi Group Corporation (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 00187Y 100 (Common Stock) (CUSIP Number) Mariposa Acquisition IV, LLC c/o Mariposa Capital, LLC 500 South Pointe Drive, Suite 240 Mia |
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| September 16, 2021 |
19,753,087 Shares APi Group Corporation Common Stock Table of Contents Filed Pursuant to Rule 424(b)(2) Registration Statement No. 333-256050 PROSPECTUS SUPPLEMENT (TO PROSPECTUS DATED MAY 21, 2021) 19,753,087 Shares APi Group Corporation Common Stock We are offering up to 19,753,087 shares of our common stock, par value $0.0001 per share (the ?Shares?). Our shares of common stock are listed on the New York Stock Exchange (the ?NYSE?) under the tick |
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| September 15, 2021 |
Exhibit 1.1 Execution Version APi Group Corporation 19,753,087 Shares Common Stock ($0.0001 par value) Underwriting Agreement New York, New York September 14, 2021 Citigroup Global Markets Inc. Barclays Capital Inc. As Representatives of the several Underwriters, c/o Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013 c/o Barclays Capital Inc. 745 Seventh Avenue New York, N |
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| September 15, 2021 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported) September 13, 2021 APi Group Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-39275 98-1510303 (State or Other Jurisdiction of Incorporation) (Commission |
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| September 15, 2021 |
–APi Group Announces Pricing of a $400 Million Public Offering of Common Stock– Exhibit 99.2 ?APi Group Announces Pricing of a $400 Million Public Offering of Common Stock? New Brighton, Minnesota ? September 15, 2021 ? APi Group Corporation (NYSE: APG) (?APi? or the ?Company?) announced the pricing of an underwritten public offering of 19,753,087 shares of its common stock at a public offering price of $20.25 per share. The gross proceeds to APi from this offering are expect |
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| September 15, 2021 |
–APi Group Announces Launch of Public Offering of Common Stock– Exhibit 99.1 ?APi Group Announces Launch of Public Offering of Common Stock? New Brighton, Minnesota ? September 13, 2021 ? 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 a |
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| September 13, 2021 |
SUBJECT TO COMPLETION – DATED SEPTEMBER 13, 2021 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration Statement No. 333-256050 The information in this prospectus supplement is not complete and may be changed. A registration statement relating to these securities has been declared effective by the Securities and Exchange Commission. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these se |
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| September 13, 2021 |
Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported) September 13, 2021 APi Group Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-39275 98-1510303 (State or Other Jurisdiction of Incorporation) (Commission |
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| September 13, 2021 |
Exhibit 99.2 UNAUDITED CONDENSED COMBINED FINANCIAL STATEMENTS Chubb Fire & Security Group (A Business of Carrier Global Corporation) As of and for the Six Months Ended June 30, 2021 and June 30, 2020 Chubb Fire & Security Group (A Business of Carrier Global Corporation) Condensed Combined Financial Statements Six Months Ended June 30, 2021 Contents Contents 1 Condensed Combined Statements of Oper |
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| September 13, 2021 |
EX-99.1 3 d201971dex991.htm EX-99.1 Exhibit 99.1 COMBINED FINANCIAL STATEMENTS Chubb Fire & Security Group (A Business of Carrier Global Corporation) As of and for the Years Ended December 31, 2020 and 2019 Chubb Fire & Security Group (A Business of Carrier Global Corporation) Combined Financial Statements As of and for the Years Ended December 31, 2020 and 2019 Contents Report of Independent Audi |
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| September 13, 2021 |
UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS Exhibit 99.3 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS The following unaudited pro forma condensed combined financial statements of APi Group (?APi? or ?acquirer?) and Chubb Limited?s (?Chubb?) fire and security business (the ?Chubb Business?) present the combination of the financial information of APi and the Chubb Business adjusted to give effect to APi?s planned acquisition of |
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| September 8, 2021 |
Employment Agreement, dated September 1, 2021, by and between APi Group Corporation and Kevin Krumm EX-10.2 3 d196357dex102.htm EX-10.2 Exhibit 10.2 EXECUTIVE EMPLOYMENT AGREEMENT THIS EXECUTIVE EMPLOYMENT AGREEMENT (“Agreement”) is made as of the 1st day of September 2021 (the “Effective Date”) by and between APi Group, Inc., a Minnesota Corporation (“APi”), APi Group Corporation (“Company”) and Kevin S. Krumm (“Executive”). WHEREAS, APi and the Company desire to employ the Executive as Executi |
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| September 8, 2021 |
EX-99.1 4 d196357dex991.htm EX-99.1 Exhibit 99.1 –APi Group Announces Leadership Evolution in Support of the Planned Acquisition of Chubb Fire & Security Business– -Announces CFO Transition Plan Including the Addition of Kevin S. Krumm as Chief Financial Officer- New Brighton, Minnesota – September 8, 2021 – APi Group Corporation (NYSE: APG) (“APG”, “APi” or the “Company”) announced that Tom Lydon |
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| September 8, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported) September 7, 2021 APi Group Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-39275 98-1510303 (State or Other Jurisdiction of Incorporation) (Commission |
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| September 8, 2021 |
Separation Agreement, dated September 7, 2021, by and between the Company and Thomas A. Lydon. Exhibit 10.1 September 7, 2021 Mr. Thomas A. Lydon ***** ***** RE: Separation Agreement and General Release Dear Tom: The purpose of this separation agreement (the ?Separation Agreement?) is to memorialize the terms and conditions of the termination of your employment with APi Group, Inc. (the ?Company?), APi Group Corporation, the parent of the Company (?Parent?) and their subsidiaries and affili |
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| August 11, 2021 |
EX-95.1 6 apg-ex9516.htm EX-95.1 Exhibit 95.1 MINE SAFETY DISCLOSURES The following disclosures are provided pursuant to Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Act”) and Item 104 of Regulation S-K, which requires certain disclosures by companies required to file periodic reports under the Securities Exchange Act of 1934, as amended, that operate mine |
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| August 11, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-39275 APi Group C |
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| August 11, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported) August 11, 2021 APi Group Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-39275 98-1510303 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| August 11, 2021 |
Purchase Agreement for 4.125% Senior Notes due 2029. EX-10.20 2 apg-ex102099.htm EX-10.20 Exhibit 10.20 APi Group DE, Inc. $350,000,000 4.125% Senior Notes due 2029 Purchase Agreement June 15, 2021 Citigroup Global Markets Inc. As Representative of the Initial Purchasers c/o Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013 Ladies and Gentlemen: APi Group DE, Inc., a corporation organized under the laws of Delaware (the “Co |
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| August 11, 2021 |
Exhibit 99.1 ?APi Group Reports Second Quarter and First Half 2021 Financial Results? -Net revenues, excluding Industrial Services, increased on an organic basis by 21% in the second quarter- -Adjusted earnings per share in the second quarter of $0.31- -Acquisition of Chubb fire and security business expected to close around year-end 2021- New Brighton, Minnesota ? August 11, 2021 ? APi Group Corp |
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| July 30, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported) July 26, 2021 APi Group Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-39275 98-1510303 (State or Other Jurisdiction of Incorporation) (Commission File |
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| July 30, 2021 |
EX-10.2 4 d146150dex102.htm EX-10.2 Exhibit 10.2 Execution Version SECURITIES PURCHASE AGREEMENT BY AND AMONG API GROUP CORPORATION, VIKING GLOBAL EQUITIES MASTER LTD. AND VIKING GLOBAL EQUITIES II LP Dated as of July 26, 2021 TABLE OF CONTENTS Page ARTICLE I PURCHASE AND SALE OF PURCHASED SHARES 1 Section 1.1 Purchase and Sale 1 Section 1.2 Closing 1 ARTICLE II REPRESENTATIONS AND WARRANTIES OF T |
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| July 30, 2021 |
Exhibit 2.1 THE EXHIBITS AND SCHEDULES TO THIS EXHIBIT HAVE BEEN EXCLUDED BECAUSE THE INFORMATION CONTAINED THEREIN IS BOTH NOT MATERIAL AND OF THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. Execution Version STOCK PURCHASE AGREEMENT by and among CARRIER GLOBAL CORPORATION CARRIER INVESTMENTS UK LIMITED CHUBB LIMITED and API GROUP CORPORATION Dated as of July 26, 2021 TABLE OF CON |
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| July 30, 2021 |
Exhibit 99.1 -APi Group Corporation to Acquire Chubb Fire & Security Business for $3.1 Billion- -Transforms APi into world?s leading life safety services provider- -Strengthens recurring revenue, services-focused business model- -Acquisition expected to be highly accretive with compelling synergy opportunities- -Conference call to be held today at 9:00 a.m. (Eastern Time)- NEW BRIGHTON, Minnesota, |
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| July 30, 2021 |
APi TO ACQUIRE CHUBB FIRE SECURITY BUSINESS J u l y 2 7 , 2 0 2 1 EX-99.2 6 d146150dex992.htm EX-99.2 Exhibit 99.2 APi TO ACQUIRE CHUBB FIRE SECURITY BUSINESS J u l y 2 7 , 2 0 2 1 Forward-Looking Statements and Disclaimers This presentation does not constitute or form part of any offer or invitation to purchase, otherwise acquire, issue, subscribe for, sell or otherwise dispose of any securities, nor any solicitation of any offer to purchase, otherwise acquire, |
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| July 30, 2021 |
EX-10.1 3 d146150dex101.htm EX-10.1 Exhibit 10.1 Execution Version SECURITIES PURCHASE AGREEMENT BY AND AMONG API GROUP CORPORATION, BTO JUNO HOLDINGS L.P. AND BLACKSTONE TACTICAL OPPORTUNITIES FUND – FD L.P. Dated as of July 26, 2021 TABLE OF CONTENTS Page ARTICLE I PURCHASE AND SALE OF PURCHASED SHARES 1 Section 1.1 Purchase and Sale 1 Section 1.2 Closing 1 ARTICLE II REPRESENTATIONS AND WARRANT |
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| July 16, 2021 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported) July 14, 2021 APi Group Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-39275 98-1510303 (State or Other Jurisdiction of Incorporation) (Commission File |
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| June 28, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) |
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| June 22, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 22, 2021 APi Group Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-39275 98-1510303 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| June 22, 2021 |
APi Group Announces Closing of Senior Notes Offering EX-99.1 3 d175443dex991.htm EX-99.1 Exhibit 99.1 APi Group Announces Closing of Senior Notes Offering New Brighton, Minnesota – June 22, 2021 – APi Group Corporation (NYSE: APG) (“APG”, or “APi” or the “Company”) today announced that it has closed its previously announced private offering by APi Group DE, Inc., a wholly-owned subsidiary of the Company, of $350 million aggregate principal amount of |
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| June 22, 2021 |
Execution Version API GROUP DE, INC. AND EACH OF THE GUARANTORS PARTY HERETO 4.125% SENIOR NOTES DUE 2029 INDENTURE Dated as of June 22, 2021 Computershare Trust Company, N.A., as Trustee TABLE OF CONTENTS Page Article 1 DEFINITIONS AND INCORPORATION BY REFERENCE 1 Section 1.01 Certain Definitions 1 Section 1.02 Other Definitions 37 Section 1.03 Rules of Construction 38 Article 2 THE NOTES 38 Sect |
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| June 16, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G INFORMATION TO BE INCLUDED IN STATEMENTS PURSUANT TO RULES 13d- 1(b),(c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934* APi Group Corporation (Name of Issuer) Common stock, $0.0001 par value per share (Title of Class of Securities) 00187Y100 (CUSIP Number) Decembe |
