| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| holding | APG | Common Stock | 1.44M | Nov 3, 2022 | See Footnotes | F1, F3, F6, F7, F8 | |||||
| holding | APG | Common Stock | 18K | Nov 3, 2022 | See Footnotes | F2, F3, F6, F7, F8 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| holding | APG | 5.5% Series B Perpetual Convertible Preferred Stock | Nov 3, 2022 | Common Stock | 24.1M | $24.60 | See Footnotes | F1, F3, F4, F5, F6, F7, F8 | ||||||
| holding | APG | 5.5% Series B Perpetual Convertible Preferred Stock | Nov 3, 2022 | Common Stock | 300K | $24.60 | See Footnotes | F2, F3, F4, F5, F6, F7, F8 |
| Id | Content |
|---|---|
| F1 | Reflects securities of APi Group Corporation (the "Issuer") held directly by Juno Lower Holdings L.P., including 1,440,739 shares of Common Stock and 592,610 shares of 5.5% Series B Perpetual Convertible Preferred Stock ("Series B Preferred Stock"). Juno Holdings Manager L.L.C. is the general partner of Juno Lower Holdings L.P. Blackstone Juno Holdings L.P. is the sole member of Juno Holdings Manager L.L.C. BTO Holdings Manager L.L.C. is the general partner of Blackstone Juno Holdings L.P. Blackstone Tactical Opportunities Associates L.L.C. is the managing member of BTO Holdings Manager L.L.C. BTOA L.L.C. is the sole member of Blackstone Tactical Opportunities Associates L.L.C. Blackstone Holdings III L.P. is the managing member of BTOA L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P. |
| F2 | Reflects securities of the Issuer held directly by FD Juno Holdings L.P., including 17,966 shares of Common Stock and 7,390 shares of Series B Preferred Stock. FD Juno Holdings Manager L.L.C. is the general partner of FD Juno Holdings L.P. Blackstone Tactical Opportunities Fund - FD L.P. is the sole member of FD Juno Holdings Manager L.L.C. Blackstone Tactical Opportunities Associates III - NQ L.P. is the general partner of Blackstone Tactical Opportunities Fund - FD L.P. BTO DE GP - NQ L.L.C. is the general partner of Blackstone Tactical Opportunities Associates III - NQ L.P. Blackstone Holdings II L.P. is the managing member of BTO DE GP - NQ L.L.C. Blackstone Holdings I/II GP L.L.C. is the general partner of Blackstone Holdings II L.P. |
| F3 | Blackstone Inc. is the sole member of each of Blackstone Holdings I/II GP L.L.C. and Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman. |
| F4 | The Series B Preferred Stock has no stated maturity and is convertible at any time at the option of the holder into shares of common stock of the Issuer ("Common Stock") at an initial conversion price of $24.60 per share, subject to adjustment as provided in the Certificate of Designations of the Series B Preferred Stock. The Series B Preferred Stock will remain outstanding indefinitely unless converted, repurchased or redeemed by the Issuer. The Issuer may mandatorily convert the Series B Preferred Stock into Common Stock if certain conditions are met. |
| F5 | The number of shares of Common Stock beneficially owned by the reporting persons or the number of shares of Common Stock underlying the reported Series B Preferred Stock will increase for each dividend period in which the Company exercises its right to (i) satisfy dividend obligations with respect to the Series B Preferred Stock with the delivery of shares of Common Stock as a dividend paid in kind or (ii) accrue for dividends in lieu of a cash or dividend in kind payment (which will increase the number of shares of Common Stock underlying each share of Series B Preferred Stock). |
| F6 | Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person. |
| F7 | Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. |
| F8 | Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 3. |