APi Group Corporation (NYSE:APG) entered into a definitive agreement to acquire Chubb Limited from Carrier Investments UK Limited for $2.9 billion on July 26, 2021. APi Group will acquire Chubb Limited for an enterprise value of $3.1 billion, which is comprised of $2.9 billion cash and approximately $200 million of assumed liabilities and other adjustments. The transaction will be funded through a combination of cash on hand, a combined $800 million investment in perpetual preferred equity from Blackstone and Viking Global Investors and debt. Barclays and Citi provided committed financing. APi Group Corporation has obtained financing commitments aggregating $1.8 billion in the form of a term loan of $1.4 billion and senior unsecured notes of $400 million to be used to finance the acquisition. APi intends to use the net proceeds from the sale of the Notes to finance a portion of the consideration for the Chubb Acquisition and related fees and expenses. However, if the closing of the Chubb Acquisition does not occur on or before October 27, 2022, the indenture governing the Notes will require that such amounts deposited in the escrow account be used to redeem all of the Notes then outstanding at the special mandatory redemption price. Carrier’s global fire and security products business is not part of this transaction.
For the six month ending June 30, 2021, Chubb had revenue of $1.1 billion, operating profit of $51.8 million, net income of $41.5 million, total assets of $3.13 billion and net assets of $1.95 billion. APi Group Corporation will welcome employees of Chubb Limited. The transaction is subject to a consultation process and regulatory approvals. As of December 6, 2021, Competition and Markets Authority have approved the transaction. The transaction is expected to close in late fourth quarter of 2021 or early first quarter of 2022. As of August 11, 2021, the transaction is expected to be completed around year end 2021. The transaction is expected to close early January 2022. Acquisition expected to be highly accretive with compelling synergy opportunities. BofA Securities is acting as financial advisor to Carrier while Laura Turano, Scott Barshay, Caith Kushner, Cristina Amodeo, Jeffrey Samuels, Robert Holo, Alyssa Wolpin, Jean McLoughlin, Nicole Tark, Claudine Meredith-Goujon, Lewis Clayton, Jaren Janghorbani, Audra Soloway, Peter Jaffe, Steven Herzog, Rachel Fiorill, Peter Fisch and William O'Brien of Paul, Weiss, Rifkind, Wharton & Garrison LLP and Linklaters LLP are acting as external legal counsels. Citigroup Inc. and RBC Capital Markets, LLC acted as M&A advisors to APi Group. Greenberg Traurig, LLP acted as M&A legal counsel to APi Group. Kane Kessler acted as legal counsel for the debt financing. Peter Martelli, David Perechocky, David Higgins and Joshua Korff of Kirkland & Ellis acted as legal advisor for Blackstone.
APi Group Corporation (NYSE:APG) completed the acquisition of Chubb Limited from Carrier Investments UK Limited on January 3, 2022. Mario Nigro, Kevin Guenther, Nathaniel Lacasse, Genevieve Beebe, Helene BussiÃ¨res, Lucy Carruthers, Khalfan Khalfan, Jeremy Perron, Alain Saint-Onge, arry Cobb, Alex Rand, Luca Di Donato, Mark Firman, Sam Dukesz, Michael Kilby, Peter Flynn and Laura Rowe of Stikeman Elliott acted as Canadian counsel to APi Group Corporation.