Company Announcements

TR-1 - Notification of major holdings

Source: RNS
RNS Number : 3987L
API Group Corporation
29 April 2020
 

TR-1: Standard form for notification of major holdings

 

NOTIFICATION OF MAJOR HOLDINGS (to be sent to the relevant issuer and to the FCA in Microsoft Word format if possible)i


1a. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attachedii:

APi Group Corporation
(previously known as J2 Acquisition Limited)

1b. Please indicate if the issuer is a non-UK issuer  (please mark with an "X" if appropriate)

Non-UK issuer

X

2. Reason for the notification (please mark the appropriate box or boxes with an "X")

An acquisition or disposal of voting rights

X

An acquisition or disposal of financial instruments


An event changing the breakdown of voting rights


Other (please specify)iii:


3. Details of person subject to the notification obligationiv

Name

a. Viking Global Investors LP

 

b. Viking Global Opportunities Illiquid Investments Sub-Master LP

City and country of registered office (if applicable)

a. Greenwich, Connecticut, U.S.A.

 

b. George Town, Cayman Islands

4. Full name of shareholder(s) (if different from 3.)v

Name

Viking Global Opportunities Illiquid Investments Sub-Master LP

City and country of registered office (if applicable)

George Town, Cayman Islands

5. Date on which the threshold was crossed or reachedvi:

April 28, 2020

6. Date on which issuer notified (DD/MM/YYYY):

April 29, 2020

7. Total positions of person(s) subject to the notification obligation


% of voting rights attached to shares (total of 8. A)

% of voting rights through financial instruments
(total of 8.B 1 + 8.B 2)

Total of both in % (8.A + 8.B)

Total number of voting rights of issuervii

Resulting situation on the date on which threshold was crossed or reached

19.62%

0%

19.62%

33,333,333

Position of previous notification (if

applicable)

-

-

-


 

8. Notified details of the resulting situation on the date on which the threshold was crossed or reachedviii

A: Voting rights attached to shares

Class/type of
shares

ISIN code (if possible)

Number of voting rightsix

% of voting rights

Direct

(Art 9 of Directive 2004/109/EC) (DTR5.1)

Indirect

(Art 10 of Directive 2004/109/EC) (DTR5.2.1)

Direct

(Art 9 of Directive 2004/109/EC) (DTR5.1)

Indirect

(Art 10 of Directive 2004/109/EC) (DTR5.2.1)

Ordinary shares

VGG0473C1041

0

33,333,333

0%

19.62%











SUBTOTAL 8. A

33,333,333

19.62%

 

 

B 1: Financial Instruments according to Art. 13(1)(a) of Directive 2004/109/EC (DTR5.3.1.1 (a))

Type of financial instrument

Expiration
date
x

Exercise/
Conversion Period
xi

Number of voting rights that may be acquired if the instrument is

exercised/converted.

% of voting rights


















SUBTOTAL 8. B 1



 

 

B 2: Financial Instruments with similar economic effect according to Art. 13(1)(b) of Directive 2004/109/EC (DTR5.3.1.1 (b))

Type of financial instrument

Expiration
date
x

Exercise/
Conversion Period
xi

Physical or cash

settlementxii

Number of voting rights

% of voting rights






















SUBTOTAL 8.B.2



 

 

 

 

9. Information in relation to the person subject to the notification obligation (please mark the

applicable box with an "X")

Person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuerxiii


Full chain of controlled undertakings through which the voting rights and/or the
financial instruments are effectively held starting with the ultimate controlling natural person or legal entity
xiv (please add additional rows as necessary)

X

Namexv

% of voting rights if it equals or is higher than the notifiable threshold

% of voting rights through financial instruments if it equals or is higher than the notifiable threshold

Total of both if it equals or is higher than the notifiable threshold

Viking Global Opportunities GP LLC

(sole shareholder of the general partner)

19.62% (indirectly)

-

19.62% (indirectly)

Viking Global Opportunities Portfolio GP LLC

(general partner)

19.62% (indirectly)

-

19.62% (indirectly)

Viking Global Partners LLC

(general partner of the management entity)

19.62% (indirectly)

-

19.62% (indirectly)

Viking Global Investors LP

(management entity)

19.62% (indirectly)

-

19.62% (indirectly)

Viking Global Opportunities Illiquid Investments Sub-Master LP

(shareholder)

19.62% (directly)

-

19.62% (directly)


10. In case of proxy voting, please identify:

Name of the proxy holder


The number and % of voting rights held


The date until which the voting rights will be held



11. Additional informationxvi

This notification reflects the transfer for internal administrative reasons of Viking Global Opportunities Liquid Portfolio Sub-Master LP's entire holding of ordinary shares in APi Group Corporation to Viking Global Opportunities Illiquid Investments Sub-Master LP.

 

With respect to the chain of controlled undertakings in item 9 above:

 

1) Viking Global Opportunities GP LLC and Viking Global Partners LLC are controlled by an executive committee, the members of which are O. Andreas Halvorsen, David Ott and Rose Shabet.

 

2) The table indicates that the voting rights over the shares held directly by the shareholder are exercisable indirectly by each of the undertakings in the chain of control above the shareholder.

 

Place of completion

Greenwich, Connecticut, U.S.A.

Date of completion

April 29, 2020

 


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