American Fire Protection Group, Inc. (AFPG) is powered by APi Group, a multi-billion dollar company that has been a globally renowned player in the Construction and Life Safety industry, since 1926. APi Group operates over 200 locations in North America and continues to grow. APi Group Being a part of the APi Group family provides confidence to American Fire Protection Group’s customers who want to mitigate risk related to financial stress. Being a part of APi Group also creates opportunities to share resources and knowledge that benefit our customers. APi Group is making four acquisitions worth US$ 300 million that will extend its reach in both the U.S. and Europe APi Group is making four acquisitions worth US$ 300 million that will extend its reach in both the U.S. and Europe. The largest purchase is the SK FireSafety Group, a Netherlands-based company that provides fire and life safety services to a variety of industries in northern Europe. New Brighton-based APi Group provides safety, specialty and industrial services through 40 different businesses that have more than 200 locations, mostly in North America. Takeover of SK FireSafety Group The acquisition of SK FireSafety adds a complementary business to APi Group’s portfolio and establishes an operational base for further expansion in Europe. Since 2011, SK FireSafety has made 25 acquisitions of its own to build its presence in the Northern and Western Europe region. “These acquisitions help expand our geographical reach in the important U.S. market and establish a beach head for expansion on the continent in Europe,” said APi Group's President and Chief Executive Officer (CEO), Russ Becker, in a news release. SK FireSafety Group operates in Belgium, Luxembourg, the Netherlands, Norway and Sweden. It has annual revenue of approx. US$ 146 million and has around 650 employees. The company had been owned by a Paris-based private-equity group, APAX Partners, since 2014. Multiple safety-services companies acquired The three other companies being acquired are two safety-service companies, in the US States of Georgia and Massachusetts, and a specialty-services company in Wisconsin. Names of those companies were not disclosed, and those three deals are expected to close by the end of the year. The four new companies have healthy profit margins and combined are expected to contribute nearly US$ 200 million to APi's annual revenue in 2021, as per APi Group statement said. Analysts covering APi Group expect the company to reach annual revenue of US$ 3.5 billion this year. Global expansion APi Group was acquired by a ‘blank check’ investment company for an estimated total deal valuing US$ 2.9 billion APi Group was acquired last year by a ‘blank check’ investment company for an estimated total deal valuing approx. US$ 2.9 billion and in April 2020, the company’s shares started trading on the New York Stock Exchange. The deal gave the company more ability to make acquisitions and in an investor presentation, that took place earlier this summer, APi Group said it would seek opportunistic investments that added to its bottom line. The company said in its news release that it is paying for its recent acquisitions with available cash on hand and indicated more deals are likely. Incremental M&A opportunities “Our pipeline of incremental M&A (Mergers & Acquisitions) opportunities is robust, and we expect to continue to explore opportunistic acquisitions as we move through the balance of the year and into 2021,” APi Group President and CEO, Russ Becker said. The company said it would discuss its acquisitions in more detail during the third quarter earnings conference call scheduled for Nov 11, 2020. APi Group is a multi-billion-dollar parent company to more than 40 independently managed companies that specialize in safety solutions, specialty services, and industrial solutions in over 200 locations worldwide.
J2 Acquisition Limited has announced that it has entered into a definitive agreement to acquire APi Group, Inc., a globally renowned provider of commercial life safety solutions and industrial specialty services, for approximately US$ 2.9 billion, subject to customary closing conditions (the ‘Transaction’). J2 expects to list its shares on the New York Stock Exchange (NYSE) under the symbol APG and change its jurisdiction of incorporation to Delaware in connection with the NYSE listing. Global life safety solutions firm APi Group, Inc. is a global provider of commercial life safety solutions and industrial specialty services and a top-5 specialty contractor in the U.S. with a diversified, blue chip customer base, robust contracted services offering, and a track record of successful acquisitions. The company operates more than 40 nationally and regionally significant businesses with market-leading brands in over 200 locations and generates over 95% of its revenue in North America, primarily in the United States. Prioritizing strategic M&A and organic growth APi Group has historically delivered consistent and strong financial results APi Group has historically delivered consistent and strong financial results and expects to deliver approximately US$ 4 billion in revenue and approximately 10% adjusted EBITDA margins for the full year 2019. The company provides J2 an ideal foundation of market leadership upon which to build through a prudent strategy that prioritizes organic growth, combined with strategic and opportunistic M&A. The J2 founders Martin E. Franklin, James E. Lillie, and Ian G.H. Ashken, have decades of experience operating, growing, and investing in multiple businesses using a similar strategy focused on organic growth and disciplined acquisitions in niche markets and industries, as well as on building winning cultures. Employee development program APi Group, with approximately 15,000 employees, has an industry renowned employee development program. Following its investment in APi, J2 Acquisitions Ltd. plans to continue to build on APi's operating strengths with a focus on expanding the service portion of the business across its portfolio. Sir Martin E. Franklin, co-founder of J2, commented, “We believe APi is an excellent foundation for J2's initial investment and is solidly in line with our disciplined investment criteria. The Company demonstrates similar qualities to Jarden, in that it unlocks uncommon value from niche businesses and delivers a strong track record of consistent organic performance complemented by disciplined M&A.” Transaction in line with acquisition criteria Sir Martin adds, “This Transaction meets our long established acquisition criteria with significant potential for short and long term value creation for our shareholders. We look forward to working with Russ Becker, the President and CEO of APi Group, whose leadership has positioned the Company for the strong growth opportunities ahead." James E. Lillie, Co-founder of J2, said “We were immediately impressed by APi's management team, its strong culture, and its commitment to leadership development, combined with consistent delivery of margins and cash flow at the high end of its peer group over the years. The business operates in resilient and dynamic markets with attractive growth drivers and we believe that, with the current management team, we can drive shareholder value by guiding the business to even better levels of performance and growth.” Long-term value creation We expect APi to deliver long-term value creation through above industry average organic sales growth" James adds, “We expect APi to deliver long-term value creation through above industry average organic sales growth, its ability to leverage SG&A, expansion of Adjusted EBITDA margins to 12%+ by 2023, continued free cash flow conversion of 80%+, high single digit average earnings growth and maintenance of a long term leverage ratio of 2.0x-2.5x." APi's existing management team will remain in place, including President and Chief Executive Officer Russell A. Becker and Chief Financial Officer (CFO), Thomas Lydon, who upon closing will become the combined company's CEO and CFO respectively. New branding - APi Group Corporation Martin E. Franklin and James E. Lillie will become Co-Chairmen of the Company, Ian G.H. Ashken and Russell Becker will join the board along with a number of other board additions to be announced at closing of the Transaction. J2 intends to change its name to APi Group Corporation upon closing. Russell A. Becker, President and CEO of APi, commented, “The J2 team's decades of leadership experience operating large diverse businesses, broad industrial knowledge, and disciplined acquisition strategy, which they have employed successfully at previous companies and ventures, will be instrumental in further growing APi's inherent value and innovative, customer-centric approach over the long term.” Strategic take over Russell adds, “The J2 team's approach has historically produced impressive results and opportunities for shareholders, customers, suppliers, the communities in which they operate, and importantly, for employees, and is highly complementary to APi's existing culture and strategy. We look forward to benefitting from J2's successful operating experience and investment knowledge.” He further said, “Additionally, I want to thank Lee Anderson for his 55+ years of service at APi. Our tremendous growth and unique culture would not have been possible without his leadership, commitment, sacrifice and complete dedication to APi.” J2 Board supports the Transaction We believe APi Group is an excellent fit with J2 and congratulate the founders of J2 and the management team of APi" The Chairman of the J2 Board of Directors, Lord Myners of Truro CBE stated “The J2 Board unanimously supports this transaction. We believe APi Group is an excellent fit with J2 and congratulate the founders of J2 and the management team of APi.” The Transaction is expected to be funded through a combination of J2's cash on hand, new debt financing, early warrant exchange and rollover equity from existing shareholders. For Transaction valuation purposes, Russell Becker's investment of 50% of his net sale proceeds and other existing shareholders rollover equity is valued at US$ 10.25 per share, the same price as the Warrant Financing. The Transaction details Current APi shareholders will receive approximately US$ 2.05 billion in cash and 28.373 million ordinary shares in J2 Acquisition Ltd. and will own approximately 14.5% of the company at closing, primarily held by the company's existing employee stock ownership plan. The company's net debt leverage ratio at closing is expected to be 2.8x, assuming the full warrant exercise. The Transaction includes a tax asset with a net present value of approximately US$ 180 million, resulting in a net purchase price multiple of 7.4x last-twelve-months June 30, 2019 Adjusted EBITDA of US$ 371 million. The Transaction is expected to close in the fourth quarter of 2019, subject to customary closing conditions.