Company Announcements

APi Group Corporation - PDMR Notification

Source: RNS
RNS Number : 7059O
J2 Acquisition Limited
03 October 2019
 

APi GROUP CORPORATION

(formerly J2 ACQUISITION LIMITED)

(the "Company")

03 October 2019

PDMR Notification

The Company (LSE: JTWO) announces that 3,339,166 ordinary shares in the Company in aggregate were issued on 1 October 2019 pursuant to the exercise of warrants by Mariposa Acquisition IV, LLC (a PCA of Sir Martin E. Franklin, James E. Lillie and Ian G. H. Ashken), Lord Myners of Truro CBE and Thomas V. Milroy. In addition, in connection with the completion of the acquisition of APi Group, Inc on 1 October 2019, Russell A. Becker received ordinary shares as a result of a direct rollover share issuance, Thomas Lydon acquired additional ordinary shares and restricted stock unit awards were made to the following PDMRs as set out in the table below:

PDMR

No. of ordinary shares subject to award

Vesting date

Lord Myners of Truro CBE (Non-executive director)

10,000

1 October 2020

Thomas V. Milroy (Non-executive director)

10,000

1 October 2020

Ian G. H. Ashken (Non-executive director)

10,000

1 October 2020

Anthony E. Malkin (Non-executive director)

10,000

1 October 2020

Cyrus D. Walker (Non-executive director)

10,000

1 October 2020

Carrie A. Wheeler (Non-executive director)

10,000

1 October 2020

Russell A. Becker (CEO and President)(1)

490,000

One third on each anniversary of the date of grant being 1 October 2019

Thomas Lydon (CFO) (1)

150,000

One third on each anniversary of the date of grant being 1 October 2019

 

Notes: (1) Russell A. Becker and Thomas Lydon also have an indirect interest in certain ordinary shares held by the Company's ESOP which received ordinary shares as a result of a direct rollover share issuance on completion of the acquisition of APi Group, Inc.

The notifications below are made in accordance with the Market Abuse Regulation.

Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them. 

1

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

Lord Myners of Truro CBE 

2

Reason for the notification 

a)

Position/status

Non-Executive Director

b)

 

Initial notification /Amendment

Initial notification

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

APi GROUP CORPORATION

b)

LEI

213800NZT1VX6PZ7BT53

4

 

Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted

a)

 

Description of the financial instrument, type of instrument / Identification code

Ordinary Shares

ISIN: VGG498941019

 

b)

Nature of the transaction

Exercise of warrants to subscribe for ordinary shares

c)

Price(s) and volume(s)

9,999 warrants exercised at $10.25 per whole ordinary share for 3,333 ordinary shares

d)

Aggregated information

N/A - single transaction

e)

Date of the transaction

1 October 2019

f)

Place of the transaction

Outside of a trading venue

  

1

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

Lord Myners of Truro CBE 

2

Reason for the notification 

a)

Position/status

Non-Executive Director

b)

 

Initial notification /Amendment

Initial notification

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

APi GROUP CORPORATION

b)

LEI

213800NZT1VX6PZ7BT53

4

 

Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted

a)

 

Description of the financial instrument, type of instrument / Identification code

Ordinary Shares

ISIN: VGG498941019

b)

Nature of the transaction

Award of restricted stock units  

c)

Price(s) and volume(s)

Nil, 10,000

d)

Aggregated information

N/A - single transaction

e)

Date of the transaction

1 October 2019

f)

Place of the transaction

Outside of a trading venue

 

1

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

Thomas Milroy 

2

Reason for the notification 

a)

Position/status

Non-Executive Director

b)

 

Initial notification /Amendment

Initial notification

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

APi GROUP CORPORATION

b)

LEI

213800NZT1VX6PZ7BT53

4

 

Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted

a)

 

Description of the financial instrument, type of instrument / Identification code

Ordinary Shares

ISIN: VGG498941019

 

b)

Nature of the transaction

Exercise of warrants to subscribe for ordinary shares

c)

Price(s) and volume(s)

7,500 warrants exercised at $10.25 per whole ordinary share for 2,500 ordinary shares

d)

Aggregated information

N/A - single transaction

e)

Date of the transaction

1 October 2019

f)

Place of the transaction

Outside of a trading venue

  

1

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

Thomas Milroy

2

Reason for the notification 

a)

Position/status

Non-Executive Director

b)

 

Initial notification /Amendment

Initial notification

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

APi GROUP CORPORATION

b)

LEI

213800NZT1VX6PZ7BT53

4

 

Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted

a)

 

Description of the financial instrument, type of instrument / Identification code

Ordinary Shares

ISIN: VGG498941019

b)

Nature of the transaction

Award of restricted stock units  

c)

Price(s) and volume(s)

Nil, 10,000

d)

Aggregated information

N/A - single transaction

e)

Date of the transaction

1 October 2019

f)

Place of the transaction

Outside of a trading venue

 

1

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

Mariposa Acquisition IV, LLC

2

Reason for the notification

a)

Position/status

PCA of Sir Martin E. Franklin, James E. Lillie and Ian G.H. Ashken, Non-Executive Directors 

b)

 

Initial notification /Amendment

Initial notification

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

APi GROUP CORPORATION

b)

LEI

213800NZT1VX6PZ7BT53

4

 

Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted

a)

 

Description of the financial instrument, type of instrument

Identification code

Ordinary Shares

ISIN: VGG498941019

b)

Nature of the transaction

Exercise of warrants to subscribe for ordinary shares.

c)

Price(s) and volume(s)

9,999,999 warrants exercised at $10.25 per whole ordinary share for 3,333,333 ordinary shares

e)

Date of the transaction

1 October 2019

f)

Place of the transaction

Outside of a trading venue

 

1

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

Russell A. Becker  

2

Reason for the notification

a)

Position/status

Chief Executive Officer and President

b)

 

Initial notification /Amendment

Initial notification

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

APi GROUP CORPORATION

b)

LEI

213800NZT1VX6PZ7BT53

4

 

Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted

a)

 

Description of the financial instrument, type of instrument / Identification code

Ordinary Shares

ISIN: VGG498941019

b)

Nature of the transaction

Rollover of shares in APi Group, Inc for shares in APi Group Corporation in connection with the acquisition by APi Group Corporation of APi Group, Inc.

c)

Price(s) and volume(s)

N/A, 4,210,000

d)

Aggregated information

N/A - Single transaction

e)

Date of the transaction

1 October 2019

f)

Place of the transaction

Outside of a trading venue

 

1

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

Russell A. Becker  

2

Reason for the notification

a)

Position/status

Chief Executive Officer and President

b)

 

Initial notification /Amendment

Initial notification

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

APi GROUP CORPORATION

b)

LEI

213800NZT1VX6PZ7BT53

4

 

Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted

a)

 

Description of the financial instrument, type of instrument / Identification code

Ordinary Shares

ISIN: VGG498941019

b)

Nature of the transaction

Award of restricted stock units

c)

Price(s) and volume(s)

Nil, 490,000

d)

Aggregated information

N/A - Single transaction

e)

Date of the transaction

1 October 2019

f)

Place of the transaction

Outside of a trading venue

 

1

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

Thomas Lydon  

2

Reason for the notification

a)

Position/status

Chief Financial Officer

b)

 

Initial notification /Amendment

Initial notification

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

APi GROUP CORPORATION

b)

LEI

213800NZT1VX6PZ7BT53

4

 

Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted

a)

 

Description of the financial instrument, type of instrument / Identification code

Ordinary Shares

ISIN: VGG498941019

b)

Nature of the transaction

Award of restricted stock units

c)

Price(s) and volume(s)

Nil, 150,000

d)

Aggregated information

N/A - Single transaction

e)

Date of the transaction

1 October 2019

f)

Place of the transaction

Outside of a trading venue

 

1

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

Thomas Lydon

2

Reason for the notification

a)

Position/status

Chief Financial Officer

b)

 

Initial notification /Amendment

Initial notification

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

APi GROUP CORPORATION

b)

LEI

213800NZT1VX6PZ7BT53

4

 

Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted

a)

 

Description of the financial instrument, type of instrument / Identification code

Ordinary Shares

ISIN: VGG498941019

b)

Nature of the transaction

Acquisition of ordinary shares

c)

Price(s) and volume(s)

59,500 ordinary shares at $10.25 each

d)

Aggregated information

N/A - Single transaction

e)

Date of the transaction

1 October 2019

f)

Place of the transaction

Outside of a trading venue

 

1

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

Ian G. H. Ashken

2

Reason for the notification 

a)

Position/status

Non-Executive Director

b)

 

Initial notification /Amendment

Initial notification

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

APi GROUP CORPORATION

b)

LEI

213800NZT1VX6PZ7BT53

4

 

Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted

a)

 

Description of the financial instrument, type of instrument / Identification code

Ordinary Shares

ISIN: VGG498941019

b)

Nature of the transaction

Award of restricted stock units  

c)

Price(s) and volume(s)

Nil, 10,000

d)

Aggregated information

N/A - single transaction

e)

Date of the transaction

1 October 2019

f)

Place of the transaction

Outside of a trading venue

 

1

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

Anthony E. Malkin

2

Reason for the notification 

a)

Position/status

Non-Executive Director

b)

 

Initial notification /Amendment

Initial notification

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

APi GROUP CORPORATION

b)

LEI

213800NZT1VX6PZ7BT53

4

 

Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted

a)

 

Description of the financial instrument, type of instrument / Identification code

Ordinary Shares

ISIN: VGG498941019

b)

Nature of the transaction

Award of restricted stock units  

c)

Price(s) and volume(s)

Nil, 10,000

d)

Aggregated information

N/A - single transaction

e)

Date of the transaction

1 October 2019

f)

Place of the transaction

Outside of a trading venue

 

1

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

Cyrus D. Walker

2

Reason for the notification 

a)

Position/status

Non-Executive Director

b)

 

Initial notification /Amendment

Initial notification

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

APi GROUP CORPORATION

b)

LEI

213800NZT1VX6PZ7BT53

4

 

Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted

a)

 

Description of the financial instrument, type of instrument / Identification code

Ordinary Shares

ISIN: VGG498941019

b)

Nature of the transaction

Award of restricted stock units  

c)

Price(s) and volume(s)

Nil, 10,000

d)

Aggregated information

N/A - single transaction

e)

Date of the transaction

1 October 2019

f)

Place of the transaction

Outside of a trading venue

 

1

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

Carrie A Wheeler

2

Reason for the notification 

a)

Position/status

Non-Executive Director

b)

 

Initial notification /Amendment

Initial notification

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

APi GROUP CORPORATION

b)

LEI

213800NZT1VX6PZ7BT53

4

 

Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted

a)

 

Description of the financial instrument, type of instrument / Identification code

Ordinary Shares

ISIN: VGG498941019

b)

Nature of the transaction

Award of restricted stock units  

c)

Price(s) and volume(s)

Nil, 10,000

d)

Aggregated information

N/A - single transaction

e)

Date of the transaction

1 October 2019

f)

Place of the transaction

Outside of a trading venue

 

--Ends--

 

 


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