TORTOLA: J2 Acquisition Limited has completed its acquisition of APi Group, a market-leading provider of commercial life safety solutions and specialty services for approximately $2.9 billion.
With the closing of this transaction, J2 has been renamed APi Group Corporation. The Company’s ordinary shares continue to be traded on the OTC market in the U.S. under the symbol JJAQF.
The transaction was funded through a combination of cash on hand, $1.2 billion from a new secured term debt financing and the issuance of 48.9 million ordinary shares at $10.25 per share.
As previously announced, and in connection with the close of the transaction, Russell E. Becker and Thomas Lydon will continue to serve as CEO and CFO, respectively, of the Company. J2 Co-Founders, Sir Martin E. Franklin and James E. Lillie, have been appointed as Co-Chairmen of the Board of Directors of the Company.
Lillie commented, “With the completion of this acquisition, we begin the next chapter for APi. Martin and I are excited to partner with the Company’s impressive leadership team and the 15,000 leaders throughout the organization. We look forward to building upon APi’s proven track record of organic growth, complemented with disciplined M&A to grow within its niche markets and capitalize on adjacent opportunities to generate long-term value for stakeholders.”
The Company has also announced the composition of its Board of Directors in connection with the closing of the transaction. As previously announced, J2 Co-Founder, Ian G.H. Ashken and APi CEO, Russell Becker have assumed Director roles at the Company. J2 Board members Thomas Milroy and Lord Paul Myners of Truro will be joined by Anthony E. Malkin, Chairman and CEO of Empire State Realty Trust, Cyrus D. Walker, Founder and CEO of The Dibble Group, and Carrie A. Wheeler, former Partner at TPG Global to comprise the new board.
Given the North American focus of API, Rory Cullinan and Jean-Marc Huët have stepped down from the J2 Board; and in connection with the closing, Brian Kaufman has also stepped down from the J2 Board.
Becker stated, “I am tremendously excited to lead the Company into its next phase of growth and development with the support of Jim, Martin and Ian. Their decades of leadership and operational expertise will be a great resource for our team as we look to drive forward with even more momentum.”
UBS Investment Bank acted as financial advisor, Citigroup as capital markets advisor, Greenberg Traurig acted as legal advisor to J2 on the transaction, and Kane Kessler acted as legal advisor to J2 on the debt financing. Citigroup, Bank of America Merrill Lynch, Barclays, UBS and U.S. Bank provided financing for the transaction.
William Blair & Company acted as financial advisor and Faegre Baker Daniels and Fredrikson & Byron acted as legal advisors to APi Group on the transaction.