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J.P. Morgan 2024 Industrials Conference

Mar 13, 2024

Operator

All right. Up next, we have APi Group, Adam Fee and Russ Becker from APi. Russ, I don't know if you had any intro or you just wanted to jump into Q&A. Happy to go either way.

Russ Becker
CEO, APi Group

No, I think my only opening remarks would be to thank everybody for their interest and thank them for being here today. And thank you, Steve, for having us. We're super excited. We had a really productive morning and afternoon, so it's been good.

Operator

Great. Thanks for being here. A standard intro and intro question would be just, what are you guys seeing quarter to date here? We're always looking. Everybody's trying to get an idea of where the economy's going. What are you guys seeing here quarter to date in your business?

Russ Becker
CEO, APi Group

Yeah, our business continues to perform really well. And we remain really optimistic, you know, with the direction that things are heading. And you've heard me say this often, Steve, that end markets matter. And we really like the end markets where we play. Data centers, semiconductor, healthcare, you know, critical infrastructure, all you know, continue to provide robust opportunities for us. And so we're really optimistic about, you know, how 2024 is shaping up.

Operator

When you think about the guidance for the quarter, you know, flat to down, I think the core is what are the kind of bifurcated parts here that you're looking at? What kind of reach should that be for us on the economy in general?

Russ Becker
CEO, APi Group

Well, I think that, well, if you're looking at it from the economy in general, I think, you know, again, where we're playing ball, things continue to be really, you know, robust and opportunistic. So for us, we've consciously chosen to focus on margin. And I suspect there's a bit of a trade-off there from a revenue perspective. And you've seen that. Like, our gross margins expanded, you know, by over 200 basis points. And, you know, our EBITDA margin expanded by 100 basis points. Our plan, if you look at the midpoint of our guide, shows another 100 basis points of margin expansion. And, you know, if I've kind of quip, from time to time that if people wanted us to turn the spigot on, we could turn the spigot on, but we would be trading that revenue growth for margin.

So we've had a really intense focus on project selection and customer selection, that we feel like is paying off. I'd also say that there's, you know, we're comping against some pretty high results from previous quarters. We expect things to continue to normalize, and we'll continue to see mid, you know, single-digit organic growth.

Operator

So, the life safety business has been growing pretty well for the last couple of years. Maybe just, for people in the room that don't know what, you know, what's the core business there, and then why has that business been growing so fast? 'Cause it seemingly should be a little bit, you know, as a safety business and a services business, be a little more smooth, but it's been growing faster than we would have expected. So what's been driving the uptick there and the strength on life safety?

Russ Becker
CEO, APi Group

I think it's our philosophy of driving inspections first and selling inspections. For those that listen to, you know, our quarterly earnings calls, you know, I consistently talk about double-digit inspection growth, and we continue to see double-digit inspection growth. We also continue to see, you know, service work pull through, you know, in that $3-$4 range. And that's where the emphasis for us is, you know, as we continue to grow our business. And when you think about double-digit inspection growth, we're essentially that's taking share. And you know, this is a highly fragmented space. Most of the share that we continue to take is from smaller family-owned businesses that don't have the infrastructure that we have to support that growth.

We feel like that's a significant strength that we have, and we continue. That's where we continue to pound. So, we're just seeing good fortune there, and we feel like the recipe really works.

Operator

Are you seeing so the double-digit inspection growth, are you seeing on the more discretionary side, any kind of wavering from customers on, you know, tightness of their wallets or anything like that?

Russ Becker
CEO, APi Group

Not really. I mean, I think that, you know, when we talk about the $3-$4 of service pull through, you know, that's kind of inclusive of any of that discretionary spending that our, our customers, you know, may choose not to do. So we continue to see that service pull through come through very, very consistently, and we haven't seen any drop-off whatsoever.

Operator

As far as Chubb is concerned, that's now, you know, fully organic, obviously integrating it extremely well, delivering on expectations there, even better than expectations in execution. How's the growth dynamic playing out, at Chubb relative to your expectations, and what's driving that? How are things over in Europe?

Russ Becker
CEO, APi Group

I think they're good. I think that, well, number one, Chubb has grown organically every quarter since we've owned the business. And, I attribute that to, a handful of, of different things. I think first and foremost, as simple as this may sound, it's like new life, new energy, and, you know, new leadership in the business. We have a new sales leader. We're holding, you know, our salespeople accountable. You know, we've, you know, brought kind of this inspection service and inspection-first mindset to their business. So we're putting people through, you know, some rigorous training. And, you know, we've had some people because of this whole new level of accountability, we've had some people opt out, which has actually been positive for, for our business. And so I feel really good about it. We've also been able to, to take price.

You know, if you go all the way back to November of 2022 when we had our Investor Day, we showed a revenue bridge for Chubb. Specifically, in that revenue bridge, we showed modest organic growth over, say, a three-year period, but we actually showed a -5% customer attrition. And we haven't seen that to that extent. We've probably only seen 2%-3% customer attrition. We had a number of loss-making contracts, and we were, you know, very aggressive in taking price in those loss-making contracts and, with the expectation that we would potentially lose some customers. And we lost fewer than we thought, which tells you that we were way too cheap, so.

Operator

Yeah, yeah, yeah. Please go. No, just, whatever price you want, I'll give you. It's fine. You don't see that very often.

Russ Becker
CEO, APi Group

No, it's been a good thing.

Operator

That's good news.

Russ Becker
CEO, APi Group

I shouldn't laugh about it, but there was a few things that we had to square up there, but it was all, it's all good.

Operator

All right. Probably some great product.

Russ Becker
CEO, APi Group

Making great product.

Operator

Probably some good stories. So, the cost takeout and the synergies, maybe, where are we there? And, you guys have done a great job on taking cost out. So where do we stand on that trajectory?

Russ Becker
CEO, APi Group

Well, I mean, we're probably two-thirds of the way through. We've raised our target to $125 million. When we talk about value capture inside that business, I think we're at $45 million, roughly, you know, to date with another potentially, you know, $40 million-$45 million coming in this year, maybe $50 million and the rest, you know, trailing into next year. But, like, we continue to be very optimistic about the progress that we've made, you know, in the business and where that business is going and where it's going to ultimately end up. I mean, that business is untapped potential.

Operator

What surprised you the most with, as the integration has progressed, other than the customers not wanting to leave no matter what price you charge?

Russ Becker
CEO, APi Group

Well, we have lost a couple, so.

Operator

Well, not as many as you thought.

Russ Becker
CEO, APi Group

You know, if I'm being brutally honest with you, like, my biggest surprise for how long Chubb has been a publicly traded company, I'm surprised with where they're at on their road to being compliant. And, you know, we've got a lot of work to do to get them to be SOX compliant this year, especially in the IT space. That's probably the area that has been the biggest surprise to me. They just, I guess it was considered, you know, immaterial, so to speak. And, there's a lot of work to do there to get that squared away.

Operator

So even as part of, you know, United Technologies, you know, that vast global kind of organization, pretty professional corporate setting there, they.

Russ Becker
CEO, APi Group

Yeah, the.

Operator

They were not, was it a systems thing or?

Russ Becker
CEO, APi Group

I can't speak to, like, UTC, but obviously, Carrier was a public.

Operator

Yeah.

Russ Becker
CEO, APi Group

Publicly traded company. And, like, I'm, like, way over my pay grade when I start talking about SOX compliance and everything else, so people need to understand that. But I think that the only piece of the business that was considered material was France. And the other aspects of the business have a long ways to go on that journey. And we'll get it fixed this year. I mean, we've taken, you know, the core APi company, through that journey. And so we'll get it fixed. But it's probably you asked me what I'm most surprised about. And like I said, if I'm being honest, that's probably the area that I'm most surprised. The fact that, you know, we had, you know, leadership gaps and some of those things, you knew that was coming.

And so you just had to be prepared to address it and deal with it. And, I learned early on in my APi Group career that if you're going to like, our companies, not only do they need to have great leadership at the company level, they deserve to have great leadership at the company level. And then very, very quickly after that became etched in my brain, I very quickly realized that if you're going to with the branch operating model that we've developed, that if you're going to really drive improved results in the business, you need to have the best damn people running your branches that you can as well. And, I'd stack our people up against anybody.

Operator

Yeah. And maybe I'm not a big, like, in this conference, like, a high-level business model type of discussion guy, but I think it's important for your business and how you differentiate in managing your people. Maybe just talk about the process that you have in place that, you know, enhances their productivity and gives them ownership of their business. It's differentiated.

Russ Becker
CEO, APi Group

Yeah. So our purpose as a company is building great leaders. And this kind of goes back to this whole idea that every company, every branch deserves to have a really good leader running that business. And if you do not invest in these individuals from a leadership perspective, it's going to be very difficult for you to achieve your objective. So in 2003, you know, we basically launched our leadership development journey, and really started the different programs that encompass, you know, what is APi's leadership and learning and development team today. And, you know, we have, you know, everything that you think that, you know, that needs to happen. Like, we've got online learning opportunities. My favorite one to brag about is, it was the very first online learning opportunity that we developed ourselves. It's called I Am a Leader.

It's centered on leading self. Every one of us has an opportunity to be a better version of ourselves from a leadership perspective. It's really a 3, 10-minute module, 30-minute learning opportunity that since we've owned Chubb, we've translated into 6 additional languages, and we've rolled it out. We've had 17,000 of our teammates across the enterprise participate in it. I think that when you are investing in people as people and as human beings, that's a differentiator. Everybody can invest in them, you know, send them get their OSHA 10 or OSHA 30. Like, I don't know if you guys have ever done your OSHA 10 or OSHA 30, but it's like shoving a fork in your eye. No, it's true.

But when you change the vocabulary you're investing in these people as human beings, it's a difference maker. And, like, the men and the women in the field, like, it makes me sad, actually, to say this, but the men and the women in the field have been taken for granted, and people have not invested in them. And, we are investing in them, and, and we're treating them like, we have a saying at APi that everyone everywhere is a leader. And, like, I believe it to my core.

So investing in those people and showing them that, you know, that the company does have a purpose, and it's something bigger than themselves, just because they chose to work with their hands doesn't mean that they don't want to be part of something bigger than themselves. We've embraced that. We're investing in them. I think it's going to be a difference maker for us, you know, over the next 10, 20 years.

Operator

So when you think.

Russ Becker
CEO, APi Group

Got long-winded. Sorry.

Operator

No, not, not.

Russ Becker
CEO, APi Group

I get I get fired up about that.

Operator

Not at all. No, I think it's a key aspect of the story. And, you know, I guess, you know, to a question here of what differentiates you guys, I mean, that's clearly a differentiator, is how you, you know, treat the people in the field, which is the front line, obviously. So, you know, definitely wanted to get that out there. As far as the going back to the financials, the margins are concerned, you know, talk about your target and what kind of leverage you have to get there, how visible that is. Obviously, Chubb synergies is a part of that, but maybe outside of Chubb synergies, anything else that you're counting on to get to that margin target?

Russ Becker
CEO, APi Group

Yeah, for sure. So our 2025 margin expansion goal is 13%. And, you know, so we have a number of different levers that we're, you know, pulling to achieve those results. First would be project selection and customer selection. So we want to make sure that, you know, as we're trying to enhance our gross margins, we need to be working for the right customers in the right end markets, and putting our resources on the right opportunities. Second would be, we have a long-term goal that we want 60% of our revenue to come from inspection, service, and monitoring. We improved from 52% in total last year to 53% this year. And we need to continue to stay on that journey.

The reason for that is we get, roughly 10 percentage points of additional gross margin on that inspection, service, and monitoring work. And so the focus is going to be to continue to grow that piece of the business. Chubb Value Capture is obviously a big part of it. Price is a big part of it. What we call Enterprise Excellence. We took one of our best, high potential, you know, operational leaders and put him in charge of Enterprise Excellence. We have, you know, a number of different projects that are running through his office. They're all based on, you know, business transformation, what's going to make a difference in our business from an efficiency perspective, scale perspective. We've got, procurement reporting up through this individual. We still have a big opportunity from procurement. Strategic M&A is an opportunity for us.

You know, I think we've shared openly that we did roughly $100 million of bolt-on M&A last year. Every one of those transactions was immediately accretive to our margins. We're working to accelerate that, you know, in this fiscal year. And like I like to tell people is we have an opportunity to just be better. And, you know, we've got branches that operate, you know, north of 20% EBITDA margins, which means that we've got branches performing less than 10%. And we still have loss-making branches inside our Chubb business that need to be fixed. So, there's a lot of opportunity for us to just continue to be better. We know what the roadmap is, and we just need to go execute and get it done.

Operator

How is the pricing equation at work in U.S. Life Safety? What are you getting there? And then in some of the other businesses, I think there are some different pricing models or some pass-through businesses. But I guess in that one, what are you seeing from a price perspective these days?

Adam Fee
Partner, Milbank LLP

Yeah. So core U.S. Life Safety business, we're seeing consistent pricing, or consistent ability to take price. So we aim to take roughly 5% a year on our inspection and service work. And if you put yourself in the customer's shoes, generally, our inspection is a very small percentage of that customer's annual facility maintenance budget. So the care of the customer is really that we do a quality job on the service side. We follow up with the deficiency report rapidly and a follow-up service proposal and get the customer back in compliance with the Authority Having Jurisdiction . So typically, on the service side, those 5% price increases are taken willingly and happily by the customer because we're giving them value back in terms of making this seamless process for them.

Operator

And is that when do those go effective? Do you, you know, you don't have like, it's not like a product, so you don't have, it's not a list price thing. How do you kind of make sure you put that through? Does that at the turn of the calendar, then every deal kind of like goes up by that much? How does it, what are the mechanics of getting that price?

Adam Fee
Partner, Milbank LLP

Yeah. So if we have in cases where we have a multi-year contract, the price escalator is built into the contract itself. And in cases where we're coming back kind of an evergreen, on an annual basis, we'll just come back with a new price, at that time or inform them of the new price often when, our labor rates change, from a union perspective. So that's when we'll go to the customer with our new pricing kind of, coming off of that. But our price increases are, out ahead of what our typical inflation on our labor cost is. So it's margin-accretive pricing on the service side of the business.

Operator

Got it. As far as labor inflation is concerned, what are you guys seeing there? Any, any contracts kind of flip over in the near term to drive any kind of change in that labor inflation rate?

Russ Becker
CEO, APi Group

No, I don't. I mean, no. I mean, we've seen, you know, wage escalation in that 3%-4% range pretty consistent. You know, even with, you know, our union agreements, I feel like the United Association has taken a long-term view and has been reasonable, in kind of any sort of contract negotiations that have occurred. One thing that people should understand is that when I talk about, you know, our labor unions, like, we are not the UAW. We are not UPS. We're not, you know, we're signatory to probably 200 different labor unions. Like, Minneapolis has its own pipefitter's union. St. Paul has its own pipe fitter's union. So you're not dealing with the UAW who's got 800,000 members who can, you know, they have actually leverage and can impact your overarching business. It's not that way in our business.

And I feel like our relationships with the union are very, very strong. And, in fact, I would go so far as to say is that the United Association has the best leadership since I've been in the industry.

Operator

Okay. On the safety side, from a product offering perspective, I know the people you have a model that makes them better. What, how do you differentiate versus your peers on an actual, you know, day-to-day from a day-to-day offering? How do you differentiate?

Russ Becker
CEO, APi Group

Well, I think I mean, I think goes back to this inspection-first concept is really the one of the biggest areas that we differentiate. And I would also say that coupled with that is this whole idea of our branch operating model. And I think that if you're going to have a really robust inspection, service, and monitoring business, you actually have to have a very robust branch platform, which you can actually execute that work. You know, if you don't have a presence in a certain market, it's pretty tough to go in and do inspection and service work, you know, in that market. And I think that's one of the things that makes us unique. Like, we have the broadest geographic footprint of anybody in the space.

And then you take that footprint and you put this selling inspections-first model into play where you're selling the inspection work, and the inspections are statutorily required. So if the building is, you know, only 25% occupied, that customer still has to do the inspection on that life safety system to ensure functionality and operability. And so we've developed a program, and we have a sales force that we continue to grow that is calling on those customers in existing facilities, and we're taking market share, you know, as we grow that component of the business. And having that large branch network, having that sales approach and that coordinated sales approach is really a big differentiator for us.

And then we think that, you know, because we're so focused on the project-related component of it, we want that work to come from those relationships that we build from doing a great job with the inspection and service work with those customers when they have expansion needs.

Operator

So that's the kind of core part of the business. I know that there's another part that you're, you know, that you're walking away from projects on. You're being a little more selective. Maybe talk about that business and how that's playing out and what kind of you know, what the rationale is for that. Like, why is that business that competitive right now?

Russ Becker
CEO, APi Group

I don't know. I mean, again, we can crank it up. It's just we're going to crank it up at, you know, with lower margins. And,

Operator

What type of business is that? Can you just describe the type of business that is?

Russ Becker
CEO, APi Group

Oh, I think it's across the board. I mean, I think you have, you know, certain end markets that, you know, it's not just price-driven. So we want to be in the right end markets where people are valuing your safety, you know, the quality of your work, the availability of people. Do you have the people to actually do the work? And do you have the ability to get the right people to do the work? So the more sophisticated the client, typically the better off a company like ours is because they're evaluating everything, not just on price. And if it's just going to be a price-based decision, we're going to continue to struggle. So for us, it's just being really selective, you know, and almost always it's who's the customer.

I mean, that's the reality of it. It's not we have the capability to do the work. It's but who's the customer. And certain customers, you know, just like you would know, certain customers value what you bring to them, and certain customers don't. And, we want to make sure that we're putting our field leaders on the right opportunities that they can maximize profit. And that's not just on project work. That's on service work, you know, and everything else. And, you know, just like our customers want us to show up on time to do the inspection, we need that building and facilities manager to show up on time so that our people can be, you know, efficient. And, because it's a team sport when you're actually out in the field doing the work.

Operator

Can we just show of hands of how many you guys appreciate my work? One.

Russ Becker
CEO, APi Group

I saw a couple more.

Operator

Two. There's another one over there. Would you talk, switching back to the services business, how do you look at, like, retention rates and attrition? I know it's not all contractual, but how do you evaluate how recurring this business actually is and how well you're doing on that front? You know, like, what's your repeat customer rate, if you will, if they're not all contractual? Like, you know, how do you what's the business model around that?

Russ Becker
CEO, APi Group

Well, I can't give you an exact figure. I mean, like, our salespeople, you know, a portion of their job is to retain their customers and how they get paid is to retain their customers, knowing that you're going to have some small amount of attrition. And our sales leaders really developed a really good, strong recipe book on, you know, year one, if we onboard a new sales leader, year one, you know, you should sell X. Year two, you need to sell Y and retain X%, you know, of that year one. And so we've got that, you know, and we've got the tools to manage it. And, I think we're like everybody else.

You know, we're going to have some attrition, but, I can't even tell you right off the top of my head what our customer attrition rate is. It's very high. I mean, it's very good. We, I think we do a great job there.

Operator

And then moving on to specialty, I know that business was guided to be down in the first quarter. How do you think about that business moving forward from an end market perspective?

Russ Becker
CEO, APi Group

Well, I think the end markets they play in are good. I mean, they're doing primarily infrastructure work, telecommunications work, fiber optic. I mean, they're playing in the right right spaces. They do a lot of natural gas distribution upgrades, potable water system upgrades. Water's kind of the next going to be the next rage if it's not the rage, you know, in our country now. So I feel really good about it. And what you're really seeing is a little bit of timing, and you're seeing a tremendous amount of discipline with, you know, customer selection and making sure that we're pursuing the right opportunities. But, you know, what we're seeing in the pipeline is really strong. You know, the infrastructure build, when those dollars start flowing into the system, that will have a positive effect on our business, more indirectly.

A rising tide floats all boats. You know, competitors ours, they'll flock to some of the opportunities that come from the infrastructure bill. And that'll create space for us with our existing customers that we feel like, you know, we'll be able to do more of their work and more of their programs. So I think it's going to be a positive thing for the industry in general.

Operator

What specifically do you guys do in, like, in and around the utility side?

Russ Becker
CEO, APi Group

We're in the utility space, we're primarily doing natural gas distribution type work. We do some in one particular business, we're doing some power distribution, but not a tremendous amount. It's a relatively small piece of our business. We have a handful of our businesses that actually still do maintenance work in some of the existing gas-fired and coal-fired utilities. So it's a little bit of a kind of a wide offering of services that we have.

Operator

Is safety, or as far as specialty, is that a core business longer term? How do you think about, you know, the difference between the two segments? I mean, it seems like there's been a lot of focus on safety, the cyclicality maybe, and the, you know, construction, element of specialty is maybe a little bit less attractive. How do you look at that business part of the portfolio longer term?

Russ Becker
CEO, APi Group

Well, I actually look at the services that we provide in specialty as really acyclical to, you know, kind of any sort of macroeconomic challenges. We really haven't seen a slowdown in some of those in some of the opportunities that are there. And again, that's where, you know, the end markets you choose, you know, matter a lot. I think what you'll see, Steve, is you'll see us continue to do some pruning in the segment so that, you know, we can drive the same margin expectations that we have, you know, for the rest of the business. We divested, you know, kind of a traditional you know, everybody who knows me knows I hate the word bid. But we divested a company that basically bid their work, and it was a project-related company.

And we sold that business in the fourth quarter this past year. We've got another small company that we held for sale in the fourth quarter that we hopefully will get closed and wrapped up here shortly. We'll continue to do some pruning. There's a few elements associated with, like, the segment in general. Number one, it absorbs a large portion of our corporate cost. Number two, there'd be some tax reasons why, you know, we couldn't really do anything with the segment as a whole. And then, lastly, and maybe the most important component of it is that from, it's a would be have a significant impact on the company's culture if we did something right now today, just because the many of the legacy, the original company sits in that segment.

You know, we'll continue to evaluate it and make the best decisions for our shareholders, and do what's right for the company, long term.

Operator

On the flip side, what are you seeing on the M&A front? You guys have done a pretty steady amount of deals. Obviously, Chubb was a big one, but you've had a couple bolt-ons here recently. What are you seeing in the pipeline?

Russ Becker
CEO, APi Group

Yeah, the pipeline's really strong. You know, we did $100 million of M&A over the course of the last year. That was 7 transactions. We've stated publicly that it's our goal to accelerate that in 2024 and 2025. We really don't have any challenges with keeping that pipeline full. You know, we have added a couple of resources to you know, our corporate development team to support that effort. They're very busy, which is a really good thing. It's positive.

Operator

What are the prevailing multiples you're seeing here?

Russ Becker
CEO, APi Group

So of that $100 million that we did last year, the average multiple was 5.7x.

Operator

It's pretty cheap.

Russ Becker
CEO, APi Group

So, we're a little bit different. You know, when we look at M&A, you know, we look at geographic expansion. Does it complement us geographically? We look at diversity in the business. So we may have a business in a particular location that's really strong in, say, fire sprinkler, and there's a $10 million fire alarm business that comes for sale that we're maybe not very strong. So that's a great complement to be able to bring fire alarm capabilities to that business. So we look at, you know, what is their product offering? Is it complementary to what we're doing? We look at business performance, and is it going to be complementary to what we're trying to achieve? That does not mean that we won't buy a business that's, like, at 7% or 8% business.

Because we know, if it fits us geographically or if it fits us from a product offering, we know what the recipe is to get that business to perform at 15%. It's just got to fill a couple of other gates for us, even though every one of the businesses we bought last year was value accretive on day one. And then, most importantly, is culture, values, and fit. We're looking for sellers. And again, these are typically family-owned businesses, but we're looking for sellers that actually care about their team and care about their people and care about their legacy. Most of these sellers will continue to work for us for some period of time. But if they're interested in 2x or 3x EBITDA, they should just go sell their business to private equity.

They're not going to be the right fit for us from a culture perspective. I was sharing with one of your clients earlier today that the first two years of my APi career, I spent cleaning up acquisitions that were made that there was zero focus on culture, values, and fit. It was just like, let's go do the transaction because, you know, it seems like a good company. I don't know about you guys, but like, I don't need to hit my thumb with a hammer more than 27 times before I realize that I really don't want to do that again. I vowed to myself that we wouldn't do that. I feel like we've, you know, we've done probably close to 120 deals during my tenure at APi Group.

And I can look you in the eye and tell you now, there's a couple that I wish we weren't have done, but not because of culture, values, and fit. But I can tell you that there's really only one that I feel like we missed on the culture, values, and fit. And I learned a lesson from that.

Operator

I feel like sticking a fork in the eye is worse than hitting your thumb with a hammer, I guess, several times at the end.

Russ Becker
CEO, APi Group

Yeah, well, in my concluding remarks, I think I better clarify to OSHA.

Operator

And then, any questions out there? We have time for a question or two. Just one last one, the Series B transaction. Why did that make sense for you guys?

Russ Becker
CEO, APi Group

Go ahead, Adam.

Adam Fee
Partner, Milbank LLP

Yeah, so the Series B, just to some context, that was part of the funding for the Chubb transaction. And there's a mechanism as we approach $36.90 that we could force conversion to common shares. So as we were approaching that price, we proactively came up with a holistic solution with the holders of the Series B to accelerate the conversion, repurchase half of the shares for cash, and then do a market secondary offering for about two-thirds of the remaining shares. So the offering went well. Instead of 32.5 million shares that were converted, the original holders of the Series B now only own 4.1 million shares. So the overhang, if you will, has been removed. And we still have the capacity to execute our M&A strategy as planned, and immediately accretive for shareholders. So overall, we thought it was a good outcome.

The market reacted positively to it when we closed the transaction. So we're happy with the way it turned out and the demand from investors for that offering.

Operator

Great. Just out of time. Thanks, guys. Really appreciate it.

Russ Becker
CEO, APi Group

Yeah, thanks, Steve.

Adam Fee
Partner, Milbank LLP

Thanks, Steve.

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