APi Group Announces Pricing of Upsized Secondary Public Offering of Common Stock

APi Group Corporation (NYSE: APG) (“APi” or the “Company”) announced the upsize and pricing of the previously announced underwritten registered public offering of 10,569,106 shares of common stock of the Company commenced by certain funds affiliated with Blackstone Inc. (the “Blackstone Selling Stockholders”) and Viking Global Investors LP (the “Viking Selling Stockholders”), collectively, the “Selling Stockholders,” at a public offering price of $34.25 per share. The Selling Stockholders received the offered shares upon conversion of then-existing 5.5% Series B Perpetual Convertible Preferred Stock (the “Series B Preferred Shares”).

In connection with the offering, the Selling Stockholders granted the underwriters a 30-day option to purchase up to 1,585,365 additional shares of common stock held by the Selling Stockholders. APi is not selling any shares of common stock and will not receive any proceeds from the sale of the shares of common stock in the offering. The offering is expected to close on or about March 5, 2024, subject to customary closing conditions.

UBS Investment Bank and Citigroup are acting as joint lead book-running managers for the offering. Baird, Barclays, BofA Securities, Jefferies and J.P. Morgan Securities LLC are also acting as joint book-running managers for the offering and Blackstone Securities Partners L.P. and CJS Securities are acting as co-managers for the offering.

A shelf registration statement on Form S-3 relating to the shares of common stock being sold in the offering was filed with the Securities and Exchange Commission (the “SEC”) on January 3, 2022, and declared effective by the SEC on January 7, 2022. The offering of the shares of common stock is being made only by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended. A preliminary prospectus describing the terms of the offering has been filed with the SEC and forms a part of the effective shelf registration statement on Form S-3. A copy of the final prospectus related to the offering may be obtained, when filed, on the SEC’s website located at http://www.sec.gov, from UBS Securities LLC at UBS Securities LLC, Attention: Prospectus Department, 1285 Avenue of the Americas, New York, NY 10019, or by email at [e-mail] and from Citigroup at Citigroup, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717 (tel: [phone]).