Franklin Group Amends APi Group Stake, Signals Ownership Change

Ticker: APG · Form: SC 13D/A · Filed: Jan 3, 2024 · CIK: 1796209

Complexity: simple

Sentiment: neutral

Topics: insider-ownership, amendment, beneficial-ownership

TL;DR

**Martin Franklin's group just updated their APi Group ownership, watch for potential strategic moves!**

AI Summary

Martin E. Franklin and his associated entities, including Mariposa Acquisition IV, LLC, filed an amended Schedule 13D on January 2, 2024, indicating a change in their beneficial ownership of APi Group Corp (APG) common stock. This amendment, number 4, updates previous disclosures regarding their significant stake in the company. This matters to investors because it signals that a major insider and activist investor group is adjusting its position, which could precede further strategic moves or changes in their influence over APi Group Corp.

Why It Matters

Changes in beneficial ownership by significant insiders like Martin E. Franklin can indicate shifts in their confidence or strategic intentions regarding the company, potentially influencing market perception and future stock performance.

Risk Assessment

Risk Level: medium — While not inherently negative, a change in a major insider's filing can introduce uncertainty regarding their future involvement or intentions, which could impact the stock.

Analyst Insight

Investors should monitor future filings from Martin E. Franklin and his associated entities for APi Group Corp to understand the nature and extent of any further changes in their ownership or stated intentions, as this could signal strategic shifts for the company.

Key Players & Entities

Forward-Looking Statements

FAQ

What is the purpose of this specific filing, SC 13D/A?

This is an amendment (Amendment No. 4) to a Schedule 13D, which is filed to report a change in beneficial ownership of 5% or more of a company's stock by an individual or group, specifically updating previous disclosures regarding their stake in APi Group Corporation.

Who are the primary individuals and entities associated with this filing?

The primary individuals and entities include Martin E. Franklin, IAN G. H. ASHKEN, JAMES E. LILLIE, and entities such as Mariposa Acquisition IV, LLC, IGHA HOLDINGS, LLLP, JTOO LLC, and MEF HOLDINGS, LLLP, all acting as a group.

What is the CUSIP number for the securities discussed in this filing?

The CUSIP number for the Common Stock, par value $0.0001 per share, of APi Group Corporation is 00187Y 100.

When was the event that triggered this amendment filing?

The date of the event which required the filing of this statement was January 2, 2024.

What is the business address of APi Group Corp as listed in the filing?

The business address for APi Group Corp is C/O API GROUP, INC., 1100 OLD HIGHWAY 8 NW, NEW BRIGHTON, MN 55112.

Filing Stats: 2,703 words · 11 min read · ~9 pages · Grade level 10.5 · Accepted 2024-01-03 17:21:58

Key Financial Figures

Filing Documents

of the Statement is hereby amended by the addition of the following

Item 4 of the Statement is hereby amended by the addition of the following: On January 2, 2024, Mariposa was issued 7,944,104 shares of Common Stock by the Issuer (the 2023 Dividend Shares ) as a dividend on its Series A Preferred Stock. The number of 2023 Dividend Shares issued was based on the share price appreciation of the Common Stock as described in the Issuers certificate of incorporation. Effective as of January 3, 2024, Mariposa (i) transferred an aggregate of 4,322 shares of Common Stock to employees of an affiliate of Mariposa for services provided and (ii) distributed the 2023 Dividend Shares to its members pursuant to its governing documents, including 3,084,343 shares of Common Stock to MEF Holdings, 1,522,779 shares of Common Stock to IGHA Holdings, 1,522,779 shares of Common Stock to JTOO and 329,975 shares of Common Stock to R. Franklin for no consideration (the 2024 Distribution ). Item 5. Interest in Securities of the Issuer. Paragraphs (a) (c) of the Statement are hereby amended and restated in their entirety as follows: (a) (b) As of the date hereof, M. Franklin beneficially owns 33,742,458 shares of Common Stock (which includes Series A Preferred Stock convertible into Common Stock within 60 days) consisting of (i) shared power to vote, or to direct the vote, and shared power to dispose, or to direct the disposition of, 19,435,542 shares of Common Stock (which includes 4,000,000 shares of Series A Preferred Stock convertible into 4,000,000 shares of Common Stock within 60 days) controlled or held, directly or indirectly, by one or more of the Franklin Reporting Persons and (ii) sole power to vote, or to direct the vote, of 14,306,916 shares of Common Stock held directly by IGHA Holdings, JTOO, Lillie and R. Franklin (each as further described below). Each of M. Franklin, MEF Holdings and Mariposa has shared power to vote, or to direct the vote, and shared power to dispose, or to direct the disposition of, an aggregate of 19,435,542,

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