EX-99.1 2 apg-20241031xexx991.htm EX-99.1 Document

第99.1展示文本
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api group報告2024年第三季度財務業績
-第三季度淨營業收入爲18億美元，增長了2.4%
在美國生命安全領域，雙位數的檢測收入增長-
-記錄第三季度淨利潤$6900萬，同比增長28%-
記錄第三季度調整後的EBITDA爲24500萬美元，同比增長9%
-記錄第三季度營運現金流和自由現金流的產生；將2024年轉化目標提高至75%+-
明尼蘇達州新布萊頓– 2024年10月31日 – api group公司（紐交所：APG）（「APi」或「公司」）今天報告了截至2024年9月30日的三個月和九個月的財務業績。
APi的總裁兼首席執行官Russ Becker表示： 過去幾年團隊執行我們的策略取得了成功，使APi變得前所未有的強大，2024年將成爲創紀錄的淨收入、利潤率和自由現金流生成年。隨着我們計劃在2025年實現加速的有機增長，輔以強勁的運營表現，我爲團隊執行我們的策略而感到自豪。我們已經做好準備在2025年實現13%以上的調整後的EBITDA利潤率目標，併爲接下來三年設定新的更高目標，這些目標將在2025年投資者日上進行審查。隨着我們將重心轉向2025年，我們對業務、積壓訂單、資產負債表以及加速增長和擴大利潤能力有着極大的信心，以建立在我們已經堅實的基礎上。我們的業務前景廣闊，我們期待利用這些機會，作爲更新我們進展的途徑。
2024年第三季度綜合業績：
截至9月30日的三個月
20242023同比
淨收入$1,826 $1,784 2.4 %
有機淨營收增長 (a)
(0.2)%
通用會計原則(GAAP)
毛利潤$567 $511 11.0 %
毛利率31.1 %28.6 %+ 250 點子
淨利潤$69 $54 27.8 %
攤薄後每股收益$0.23 $0.15 53.3 %
調整後的非通用會計準則比較
調整後毛利潤$566 $518 9.3 %
調整後的毛利率31.0 %29.0 %+ 200 點子
調整後的EBITDA$245 $224 9.4 %
調整後的EBITDA率13.4 %12.6 %+ 80 個點子
調整後淨利潤$141 $130 8.5 %
調整後的攤薄每股收益$0.51 $0.48 6.3 %
注意：請參考非通用會計原則與最相近的通用會計原則的調解。
(a)有機變化是淨收入的一個一致基礎，可以在年度對比淨收入時進行比較，因爲它排除了實質性收購、剝離以及由於貨幣翻譯變化而產生的影響。


•報告的淨營業收入增長了2.4%（有機下降0.2%），這是由於在安全服務領域的收購以及檢驗、服務和監測方面的強勁增長所致，該增長部分抵消了特殊服務領域的剝離和主要是特殊服務領域項目延遲。
•報告和調整後的毛利率分別較去年同期增加了250和200個點子，這主要歸因於嚴格的客戶和項目選擇，更優質較高利潤服務收入的業務組合改善，以及在我們的安全服務業務部門中價值捕獲舉措。
•報告淨利潤爲$6900萬，攤薄後每股收益爲$0.23，較上一年同期增長53.3%。調整後的淨利潤爲$14100萬，調整後的攤薄後每股收益爲$0.51，較上一年同期增長6.3%。淨利潤和調整後的淨利潤的增長主要是由調整後的EBITDA增長推動，部分抵消了利息費用和調整後的攤薄加權平均股份的增加。
•調整後的EBITDA同比增長9.4%（按固定匯率計算爲8.9%），與去年同期相比，調整後的EBITDA利潤率增加了80個點子，達到13.4%，主要是由於毛利增加，部分抵消了固定成本吸收較低。
2024年第三季度分部業績：
安全服務
截至9月30日的三個月
20242023同比
安全服務
淨收入$1,335 $1,217 9.7 %
有機淨營收增長 (a)
3.1 %
通用會計原則(GAAP)
毛利潤$468 $398 17.6 %
毛利率35.1 %32.7 %+ 240個點子
營業利潤$148 $98 51.0 %
營業利潤率11.1 %8.1 %+ 300個點子
調整後的非通用會計準則比較
調整後毛利潤$467 $405 15.3 %
調整後的毛利率35.0 %33.3 %+ 170個點子
調整後的EBITDA$210 $169 24.3 %
調整後的EBITDA率15.7 %13.9 %+ 180個點子
注意：請參考非通用會計原則與最相近的通用會計原則的調解。
(a)有機變化是淨收入的一個一致基礎，可以在年度對比淨收入時進行比較，因爲它排除了實質性收購、剝離以及由於貨幣翻譯變化而產生的影響。
•報告顯示，營業收入增長了9.7%（有機增長3.1%），這主要是由去年完成的收購以及檢測、服務和監控業務強勁增長驅動，部分抵消了主要在暖通空調業務中的項目收入下降。
•報告和調整後的毛利率分別較去年同期增加了240和170個點子，原因是受到嚴謹的項目和客戶選擇、定價改善、更高毛利業務結構混合以及增值捕捉舉措的推動。
•營業利潤率比去年同期增加了51.0%。營業利潤率爲11.1%，比去年同期增加了300個點子。
•調整後的EBITDA相較於去年同期增長了24.3%（按固定貨幣計算爲23.5%）。調整後的EBITDA利潤率爲15.7%，較去年同期增加了180個點子，主要是由於調整後的毛利率增加。
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特殊服務
 截至9月30日的三個月
 20242023同比
特殊服務
淨收入$493 $569 (13.4)%
有機淨營收增長 (a)
(7.7)%
通用會計原則(GAAP)
毛利潤$99 $112 (11.6)%
毛利率20.1 %19.7 %+ 40 bps
營業利潤$40 $43 (7.0)%
營業利潤率8.1%7.6 %+ 50個點子
調整後的非通用會計準則比較
調整後毛利潤$99 $112 (11.6)%
調整後的毛利率20.1 %19.7 %+ 40 bps
調整後的EBITDA$67 $83 (19.3)%
調整後的EBITDA率13.6 %14.6 %(100個點子)
注意：請參考非通用會計原則與最相近的通用會計原則的調解。
(a)有機變化是淨收入的一個一致基礎，可以在年度對比淨收入時進行比較，因爲它排除了實質性收購、剝離以及由於貨幣翻譯變化而產生的影響。
•由於資產出售以及客戶延遲引發的項目和服務營業收入下降，報告的淨營業收入下降了13.4%（有機下降7.7%）。
•報告和調整後的毛利率與去年同期相比每增加40個點子，這是由於審慎的客戶和項目選擇推動了項目收入的毛利率改善，以及出售毛利率較低的業務。
•營業利潤爲4000萬美元，營業利潤率爲8.1%。
•由於營收下降，調整後的EBITDA減少了19.3%。調整後的EBITDA利潤率爲13.6%，與去年同期相比下降了100個點子，主要是由於固定成本吸收較低，部分抵消了調整後毛利率的增加。
2024 Annual Guidance
APi Group announces revised full year net revenue, adjusted EBITDA, and free cash flow guidance
• Net Revenues of approximately $7,000 million, revised from $7,150 to $7,350 million
• Adjusted EBITDA of $890 to $900 million, revised from $885 to $915 million
• Adjusted Free Cash Flow Conversion at or above 75% of adjusted EBITDA, revised from approximately 70%
Conference Call
APi will hold a webcast/dial-in conference call to discuss its financial results at 8:30 a.m. (Eastern Time) on Thursday, October 31, 2024. Participants on the call will include Russell A. Becker, President and Chief Executive Officer; Kevin S. Krumm, Executive Vice President and Chief Financial Officer; and James E. Lillie and Sir Martin E. Franklin, Co-Chairs.
To listen to the call by telephone, please dial 800-715-9871 or 646-307-1963 and provide Conference ID 6614530. You may also attend and view the presentation (live or by replay) via webcast by accessing the following URL:
https://events.q4inc.com/attendee/374374212
A replay of the call will be available shortly after completion of the live call/webcast via the webcast link above.
About APi:
APi is a global, market-leading business services provider of fire and life safety, security, elevator and escalator, and specialty services with a substantial recurring revenue base and over 500 locations worldwide. APi provides statutorily mandated and other contracted services to a strong base of long-standing customers across industries. We have a winning
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leadership culture driven by entrepreneurial business leaders to deliver innovative solutions for our customers. More information can be found at www.apigroupcorp.com.
Investor Relations and Media Inquiries:
Adam Fee
Vice President of Investor Relations
Tel: +1 651-240-7252
Email: investorrelations@apigroupinc.us

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Forward-Looking Statements and Disclaimers
Please note that in this press release the Company may discuss events or results that have not yet occurred or been realized, commonly referred to as forward-looking statements. The Private Securities Litigation Reform Act of 1995 provides a safe harbor for forward-looking statements made by or on behalf of APi Group Corporation (“APi” or the “Company”). Such discussion and statements may contain words such as “expect,” “anticipate,” “will,” “should,” “believe,” “intend,” “plan,” “estimate,” “predict,” “seek,” “continue,” “pro forma” “outlook,” “may,” “might,” “should,” “can have,” “have,” “likely,” “potential,” “target,” “indicative,” “illustrative,” and variations of such words and similar expressions, and relate in this press release, without limitation, to statements, beliefs, projections and expectations about future events. Such statements are based on the Company’s expectations, intentions and projections regarding the Company’s future performance, anticipated events or trends and other matters that are not historical facts.
These statements are not guarantees of future performance and are subject to known and unknown risks, uncertainties and other factors that could cause actual results to differ materially from those expressed or implied by such forward-looking statements, including: (i) economic conditions, competition, political risks, and other risks that may affect the Company’s future performance, including the impacts of inflationary pressures and other macroeconomic factors on the Company’s business, markets, supply chain, customers and workforce, on the credit and financial markets, on the alignment of expenses and revenues and on the global economy generally; (ii) supply chain constraints and interruptions, and the resulting increases in the cost, or reductions in the supply, of the materials and commodities the Company uses in its business and for which the Company bears the risk of such increases; (iii) risks associated with the Company’s expanded international operations; (iv) failure to realize the anticipated benefits of our acquisitions and restructuring program, and our ability to successfully execute the Company’s bolt-on acquisition strategy to acquire other businesses and successfully integrate them into its operations; (v) failure to fully execute the Company’s inspection first strategy or to realize the expected service revenue from such inspections; (vi) failure to realize expected benefits from the Company’s other business strategies, including the Company’s disciplined approach to customer and project selection, the Company’s asset-light, services-focused business model and its expected impact on future capital expenditures, and the expected efficiencies from the realignment of the Company’s safety services segment; (vii) risks associated with the Company’s decentralized business model and participation in joint ventures; (viii) improperly managed projects or project delays; (ix) adverse developments in the credit markets which could impact the Company’s ability to secure financing in the future; (x) the Company’s substantial level of indebtedness; (xi) risks associated with the Company’s contract portfolio; (xii) changes in applicable laws or regulations; (xiii) the possibility that the Company may be adversely affected by other economic, business, and/or competitive factors; (xiv) the impact of a global armed conflict; (xv) the trading price of the Company’s common stock, which may be positively or negatively impacted by market and economic conditions, the availability of the Company’s common stock, the Company’s financial performance or determinations following the date of this press release to use the Company’s funds for other purposes; (xvi) geopolitical risks; and (xvii) other risks and uncertainties, including those discussed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 under the heading “Risk Factors.” Given these risks and uncertainties, you are cautioned not to place undue reliance on forward-looking statements. Additional information concerning these risks, uncertainties and other factors that could cause actual results to vary is, or will be, included in the periodic and other reports filed by the Company with the Securities and Exchange Commission. Forward-looking statements included in this press release speak only as of the date hereof and, except as required by applicable law, the Company does not undertake any obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or circumstances after the date of this press release.
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Non-GAAP Financial Measures
This press release contains non-U.S. GAAP financial measures within the meaning of Regulation G promulgated by the Securities and Exchange Commission. The Company uses certain non-U.S. GAAP financial measures that are included in this press release and the additional financial information both in explaining its results to shareholders and the investment community and in its internal evaluation and management of its businesses. The Company’s management believes that these non-U.S. GAAP financial measures and the information they provide are useful to investors since these measures (a) permit investors to view the Company’s performance using the same tools that management uses to evaluate the Company’s past performance, reportable business segments and prospects for future performance, (b) permit investors to compare the Company with its peers, (c) in case of EBITDA, determines certain elements of management’s incentive compensation, and (d) provide consistent period-to-period comparisons of the results. Specifically:
•The Company’s management believes that adjusted gross profit, adjusted selling, general and administrative (“SG&A”) expenses, adjusted net income, and adjusted earnings per share, which are non-GAAP financial measures that exclude business transformation and other expenses for the integration of acquired businesses, the impact and results of businesses classified as assets held-for-sale and businesses divested, and one-time and other events such as impairment charges, restructuring costs, transaction and other costs related to acquisitions, amortization of intangible assets, and non-service pension cost or benefit are useful because they provide investors with a meaningful perspective on the current underlying performance of the Company’s core ongoing operations.
•The Company discloses fixed currency net revenues and adjusted EBITDA (“FFX”) on a consolidated basis or segment specific basis to provide a more complete understanding of underlying revenue and adjusted EBITDA trends by providing net revenues and adjusted EBITDA on a consistent basis. Under U.S. GAAP, income statement results are translated in U.S. Dollars at the average exchange rates for the period presented. Management believes that the fixed currency non-GAAP measures are useful in providing period-to-period comparisons of the results of the Company’s operational performance, as it excludes the translation impact of exchange rate fluctuations on our international results. Fixed currency amounts included in this release are based on translation into U.S. dollars at the fixed foreign currency exchange rates established by management at the beginning of 2024.
•The Company also presents organic changes in net revenues on a consolidated basis or segment specific basis to provide a more complete understanding of underlying revenue trends by providing net revenues on a consistent basis as it excludes the impacts of material acquisitions, completed divestitures, and changes in foreign currency from year-over-year comparisons on reported net revenues, calculated as the difference between the reported net revenues for the current period and reported net revenues for the current period converted at fixed foreign currency exchange rates (excluding material acquisitions and divestitures). The remainder is divided by prior year fixed currency net revenues, excluding the impacts of completed divestitures.
•Earnings before interest, taxes, depreciation and amortization (“EBITDA”) is the measure of profitability used by management to manage its segments and, accordingly, in its segment reporting. The Company supplements the reporting of its consolidated financial information with EBITDA and adjusted EBITDA, which is defined as EBITDA excluding the impact of certain non-cash and other specifically identified items (“adjusted EBITDA”). Adjusted EBITDA margin is calculated as adjusted EBITDA divided by net revenues. The Company believes these non-U.S. GAAP measures provide meaningful information and help investors understand the Company’s financial results and assess its prospects for future performance. The Company uses EBITDA and adjusted EBITDA to evaluate its performance, both internally and as compared with its peers, because it excludes certain items that may not be indicative of the Company’s core operating results. Consolidated EBITDA is calculated in a manner consistent with segment EBITDA, which is a measure of segment profitability.
•The Company presents free cash flow, adjusted free cash flow and adjusted free cash flow conversion, which are liquidity measures used by management as factors in determining the amount of cash that is available for working capital needs or other uses of cash, however, it does not represent residual cash flows available for discretionary expenditures. Free cash flow is defined as cash provided by (used in) operating activities less capital expenditures. Adjusted free cash flow is defined as cash provided by (used in) operating activities plus or minus events including, but not limited to, transaction and other costs related to acquisitions, business transformation and other expenses for the integration of acquired businesses, payments on acquired liabilities, payments made for restructuring programs, impacts of businesses classified as assets held-for-sale and businesses divested, one-time and other events such as post-measurement period purchase accounting adjustments for acquisitions and public offerings, and COVID-19 related payroll tax deferral and relief items. Adjusted free cash flow conversion is defined as adjusted free cash flow as a percentage of adjusted EBITDA.
•The Company calculates its leverage ratio in accordance with its debt agreements which include different adjustments to EBITDA from those included in the adjusted EBITDA numbers reported externally.
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While the Company believes these non-U.S. GAAP measures are useful in evaluating the Company’s performance, this information should be considered as supplemental in nature and not as a substitute for or superior to the related financial information prepared in accordance with U.S. GAAP. Additionally, these non-U.S. GAAP financial measures may differ from similar measures presented by other companies. A reconciliation of these non-U.S. GAAP financial measures is included later in this press release.
The Company does not provide reconciliations of forward-looking non-U.S. GAAP adjusted EBITDA and growth in organic net revenues to GAAP due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliations, including adjustments that could be made for acquisitions and divestitures, business transformation and other expenses for the integration of acquired businesses, one-time and other events such as impairment charges, transaction and other costs related to acquisitions, restructuring costs, amortization of intangible assets, and other charges reflected in the Company’s reconciliation of historic numbers, the amount of which, based on historical experience, could be significant.
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APi Group Corporation
Condensed Consolidated Statements of Operations (GAAP)
(Amounts in millions, except per share data)
(Unaudited)
Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
Net revenues$1,826 $1,784 $5,157 $5,169 
Cost of revenues1,259 1,273 3,554 3,737 
Gross profit567 511 1,603 1,432 
Selling, general, and administrative expenses425 407 1,235 1,148 
Operating income142 104 368 284 
Interest expense, net41 37 110 112 
Loss on extinguishment of debt, net— — — 3 
Investment expense (income) and other, net1 (7)6 (18)
Other expense, net42 30 116 97 
Income before income taxes100 74 252 187 
Income tax provision31 20 69 59 
Net income$69 $54 $183 $128 
Net income (loss) attributable to common shareholders:
Stock dividend on Series B Preferred Stock— (11)(7)(33)
Conversion of Series B Preferred Stock— — (372)— 
Net income (loss) attributable to common shareholders$69 $43 $(196)$95 
Net income (loss) per common share:
Basic$0.23 $0.15 $(0.74)$0.32 
Diluted0.23 0.15 (0.74)0.32 
Weighted average shares outstanding:
Basic275235265235
Diluted276270265269
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APi Group Corporation
Condensed Consolidated Balance Sheets (GAAP)
(Amounts in millions)
(Unaudited)
September 30,
2024		December 31,
2023
Assets
Current assets:
Cash and cash equivalents$487 $479 
Accounts receivable, net1,344 1,395 
Inventories155 150 
Contract assets553 436 
Prepaid expenses and other current assets152 122 
Total current assets2,691 2,582 
Property and equipment, net387 385 
Operating lease right of use assets264 233 
Goodwill2,931 2,471 
Intangible assets, net1,732 1,620 
Deferred tax assets68 113 
Pension and post-retirement assets103 111 
Other assets69 75 
Total assets$8,245 $7,590 
Liabilities, Redeemable Convertible Preferred Stock, and Shareholders’ Equity
Current liabilities:
Short-term and current portion of long-term debt$5 $5 
Accounts payable454 472 
Accrued liabilities663 729 
Contract liabilities570 526 
Operating and finance leases89 75 
Total current liabilities1,781 1,807 
Long-term debt, less current portion2,847 2,322 
Pension and post-retirement obligations52 50 
Operating and finance leases193 172 
Deferred tax liabilities248 233 
Other noncurrent liabilities157 138 
Total liabilities5,278 4,722 
Total redeemable convertible preferred stock— 797 
Total shareholders’ equity2,967 2,071 
Total liabilities, redeemable convertible preferred stock, and shareholders’ equity$8,245 $7,590 
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APi Group Corporation
Condensed Consolidated Statements of Cash Flows (GAAP)
(Amounts in millions)
(Unaudited)
Nine Months Ended September 30,
20242023
Cash flows from operating activities:
Net income$183 $128 
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization221 226 
Restructuring charges, net of cash paid(15)17 
Deferred taxes1 5 
Share-based compensation expense26 19 
Profit-sharing expense20 14 
Non-cash lease expense73 55 
Net periodic pension expense (benefit)20 (9)
Loss on extinguishment of debt, net— 3 
Other, net(22)— 
Changes in operating assets and liabilities, net of effects of acquisitions(170)(241)
Net cash provided by operating activities$337 $217 
Cash flows from investing activities:
Acquisitions, net of cash acquired$(647)$(57)
Purchases of property and equipment(66)(64)
Proceeds from sales of property and equipment33 13 
Net cash used in investing activities$(680)$(108)
Cash flows from financing activities:
Proceeds from long-term borrowings$850 $— 
Payments on long-term borrowings(335)(206)
Repurchases of common stock— (41)
Proceeds from issuance of common shares458 — 
Conversion of Series B Preferred Stock(600)— 
Payments of acquisition-related consideration(7)(4)
Restricted shares tendered for taxes(12)(2)
Other financing activities(6)— 
Net cash provided by (used in) financing activities$348 $(253)
Effect of foreign currency exchange rate change on cash, cash equivalents, and restricted cash4 (1)
Net increase (decrease) in cash, cash equivalents, and restricted cash$9 $(145)
Cash, cash equivalents, and restricted cash, beginning of period480 607 
Cash, cash equivalents, and restricted cash, end of period$489 $462 
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APi Group Corporation
Reconciliations of GAAP to Non-GAAP Financial Measures
Organic Change in Net Revenues (non-GAAP)
(Unaudited)
Organic change in net revenues
 Three Months Ended September 30, 2024
 Net revenuesForeignNet revenuesOrganic
changecurrencychangeAcquisitions andchange in
(as reported)translation (a)(fixed currency) (b)divestitures, net (c)net revenues (d)
Safety Services9.7%0.6%9.1%6.0%3.1%
Specialty Services(13.4)%0.1%(13.5)%(5.8)%(7.7)%
Consolidated2.4%0.4%2.0%2.2%(0.2)%

 Nine Months Ended September 30, 2024
 Net revenuesForeignNet revenuesOrganic
changecurrencychangeAcquisitions andchange in
(as reported)translation (a)(fixed currency) (b)divestitures, net (c)net revenues (d)
Safety Services5.4%0.2%5.2%3.6%1.6%
Specialty Services(14.1)%—%(14.1)%(3.8)%(10.3)%
Consolidated(0.2)%0.2%(0.4)%1.2%(1.6)%
Notes:
(a)Represents the effect of foreign currency on reported net revenues, calculated as the difference between reported net revenues and net revenues at fixed currencies for both periods. Fixed currency amounts are based on translation into U.S. Dollars at fixed foreign currency exchange rates established by management at the beginning of 2024.
(b)Amount represents the year-over-year change when comparing both years after eliminating the impact of fluctuations in foreign exchange rates by translating foreign currency denominated results at fixed foreign currency ("FFX") rates for both periods.
(c)Adjustment to exclude net revenues from material acquisitions from their respective dates of acquisition until the first year anniversary from date of acquisition and net revenues from divestitures for all periods for businesses divested as of September 30, 2024.
(d)Organic change in net revenues provides a consistent basis for a year-over-year comparison in net revenues as it excludes the impacts of material acquisitions, divestitures, and the impact of changes due to foreign currency translation.
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APi Group Corporation
Reconciliations of GAAP to Non-GAAP Financial Measures
Gross profit and adjusted gross profit (non-GAAP)
SG&A and adjusted SG&A (non-GAAP)
(Amounts in millions)
(Unaudited)
Adjusted gross profit
Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
Gross profit (as reported)$567 $511 $1,603 $1,432 
Adjustments to reconcile gross profit to adjusted gross profit:
Backlog amortization(a)(1)7 2 20 
Restructuring program related costs(b)$— $— $2 $— 
Adjusted gross profit$566 $518 $1,607 $1,452 
Net revenues$1,826 $1,784 $5,157 $5,169 
Adjusted gross margin31.0 %29.0 %31.2 %28.1 %

Adjusted SG&A
Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
Selling, general, and administrative expenses ("SG&A") (as reported)$425 $407 $1,235 $1,148 
Adjustments to reconcile SG&A to adjusted SG&A:
Amortization of intangible assets(c)(57)(49)(159)(147)
Contingent consideration and compensation(d)(1)(4)(5)(8)
Business process transformation expenses(e)(13)(6)(26)(17)
Acquisition related expenses(f)(2)(1)(11)(7)
Restructuring program related costs(b)(4)(17)(15)(24)
Other(g)— (11)8 1 
Adjusted SG&A expenses$348 $319 $1,027 $946 
Net revenues$1,826 $1,784 $5,157 $5,169 
Adjusted SG&A as a % of net revenues19.1 %17.9 %19.9 %18.3 %
Notes:
(a)Adjustment to reflect the addback of amortization expense related to backlog intangible assets.
(b)Adjustment to reflect the elimination of expenses associated with restructuring programs and related costs.
(c)Adjustment to reflect the addback of amortization expense.
(d)Adjustment to reflect the elimination of the expense attributable to deferred consideration to prior owners of acquired businesses not expected to continue or recur.
(e)Adjustment to reflect the elimination of expenses associated with the integration and reorganization of newly acquired businesses and non-operational costs related to business process transformation, including system and process development costs and implementation of processes and compliance programs related to the Sarbanes-Oxley Act of 2002.
(f)Adjustment to reflect the elimination of transaction costs related to potential and completed acquisitions and expenses associated with the transition of newly acquired businesses from prior ownership into APi Group.
(g)Adjustment includes various miscellaneous non-recurring items, such as the gain on the sale of a building, costs associated with the Series B Preferred Stock conversion, elimination of changes in fair value estimates to acquired liabilities, and impairment recorded on disposed assets.
12

APi Group Corporation
Reconciliations of GAAP to Non-GAAP Financial Measures
EBITDA and adjusted EBITDA (non-GAAP)
(Amounts in millions)
(Unaudited)
 Three Months Ended September 30,Nine Months Ended September 30,
 2024202320242023
Net income (as reported)$69 $54 $183 $128 
Adjustments to reconcile net income to EBITDA:
Interest expense, net41 37 110 112 
Income tax provision31 20 69 59 
Depreciation and amortization77 77 221 226 
EBITDA$218 $188 $583 $525 
Adjustments to reconcile EBITDA to adjusted EBITDA:
Contingent consideration and compensation(a)1 4 5 8 
Non-service pension cost (benefit)(b)7 (3)17 (9)
Business process transformation expenses(c)13 6 26 17 
Acquisition related expenses(d)2 1 11 7 
Loss on extinguishment of debt, net(e)— — — 3 
Restructuring program related costs(f)4 17 17 24 
Other(g)— 11 (8)(1)
Adjusted EBITDA$245 $224 $651 $574 
Net revenues$1,826 $1,784 $5,157 $5,169 
Adjusted EBITDA margin13.4 %12.6 %12.6 %11.1 %
Notes:
(a)Adjustment to reflect the elimination of the expense attributable to deferred consideration to prior owners of acquired businesses not expected to continue or recur.
(b)Adjustment to reflect the elimination of non-service pension cost (benefit), which consists of interest cost, expected return on plan assets and amortization of actuarial gains/losses of the pension programs assumed as part of the Chubb acquisition.
(c)Adjustment to reflect the elimination of expenses associated with the integration and reorganization of newly acquired businesses and non-operational costs related to business process transformation, including system and process development costs and implementation of processes and compliance programs related to the Sarbanes-Oxley Act of 2002.
(d)Adjustment to reflect the elimination of transaction costs related to potential and completed acquisitions and expenses associated with the transition of newly acquired businesses from prior ownership into APi Group.
(e)Adjustment to reflect the elimination of loss on extinguishment of debt resulting from early repayments and repurchases of long-term debt.
(f)Adjustment to reflect the elimination of expenses associated with restructuring programs and related costs.
(g)Adjustment includes various miscellaneous non-recurring items, such as the gain on the sale of a building, costs associated with the Series B Preferred Stock conversion, elimination of changes in fair value estimates to acquired liabilities, and impairment recorded on disposed assets.
13

APi Group Corporation
Reconciliations of GAAP to Non-GAAP Financial Measures
Income before income tax, net income and EPS and
Adjusted income before income tax, net income and EPS (non-GAAP)
(Amounts in millions, except per share data)
(Unaudited)
 Three Months Ended September 30,Nine Months Ended September 30,
 2024202320242023
Income before income tax provision (as reported)$100 $74 $252 $187 
Adjustments to reconcile income before income tax provision to adjusted income before income tax provision:
Amortization of intangible assets(a)56 56 161 167 
Contingent consideration and compensation(b)1 4 5 8 
Non-service pension cost (benefit)(c)7 (3)17 (9)
Business process transformation expenses(d)13 6 26 17 
Acquisition related expenses(e)2 1 11 7 
Loss on extinguishment of debt, net(f)— — — 3 
Restructuring program related costs(g)4 17 17 24 
Other(h)— 11 (8)(1)
Adjusted income before income tax provision$183 $166 $481 $403 
Income tax provision (as reported)$31 $20 $69 $59 
Adjustments to reconcile income tax provision to adjusted income tax provision:
Income tax provision adjustment(i)11 16 41 34 
Adjusted income tax provision$42 $36 $110 $93 
Adjusted income before income tax provision$183 $166 $481 $403 
Adjusted income tax provision42 36 110 93 
Adjusted net income$141 $130 $371 $310 
Diluted weighted average shares outstanding (as reported)276270265269
Adjustments to reconcile diluted weighted average shares outstanding to adjusted diluted weighted average shares outstanding:
Dilutive impact of shares from GAAP net loss(j)— — 1 — 
Dilutive impact of Series A Preferred Stock(k)4 2 4 3 
Dilutive impact of conversion of Series B Preferred Stock(l)— — 7 — 
Adjusted diluted weighted average shares outstanding280272277272
Adjusted diluted EPS$0.51 $0.48 $1.34 $1.14 
Notes:
(a)Adjustment to reflect the addback of pre-tax amortization expense related to intangible assets.
(b)Adjustment to reflect the elimination of the expense attributable to deferred consideration to prior owners of acquired businesses not expected to continue or recur.
(c)Adjustment to reflect the elimination of non-service pension cost (benefit), which consists of interest cost, expected return on plan assets and amortization of actuarial gains/losses of the pension programs assumed as part of the Chubb acquisition.
(d)Adjustment to reflect the elimination of expenses associated with the integration and reorganization of newly acquired businesses and non-operational costs related to business process transformation, including system and process development costs and implementation of processes and compliance programs related to the Sarbanes-Oxley Act of 2002.
(e)Adjustment to reflect the elimination of transaction costs related to potential and completed acquisitions and expenses associated with the transition of newly acquired businesses from prior ownership into APi Group.
(f)Adjustment to reflect the elimination of loss on extinguishment of debt resulting from early repayments and repurchases of long-term debt.
(g)Adjustment to reflect the elimination of expenses associated with restructuring programs and related costs.
(h)Adjustment includes various miscellaneous non-recurring items, such as the gain on the sale of a building, costs associated with the Series B Preferred Stock conversion, elimination of changes in fair value estimates to acquired liabilities, and impairment recorded on disposed assets.
(i)Adjustment to reflect an adjusted effective tax rate of 23% which reflects the Company's estimated expectations for taxes to be paid on its adjusted non-GAAP earnings.
(j)Adjustment to add the dilutive impact of options and RSUs which were anti-dilutive and excluded from the diluted weighted average shares outstanding (as reported).
(k)Adjustment for the three and nine months ended September 30, 2024 reflects the addition of the dilutive impact of 4 million shares associated with the deemed conversion of Series A Preferred Stock. The adjustment for the three and nine months ended September 30, 2023 is partially offset by the elimination of 2 million and 1 million shares, respectively, reflecting the dilutive effect of the Preferred Share dividend as the dividend is contingent upon the share price the last ten days of the calendar year and was not earned as of September 30, 2023.
(l)Adjustment for the weighted average impact of the Series B Preferred Stock that were convertible into approximately 33 million common shares and were outstanding for two months of the year. On February 28, 2024, all Series B Preferred Stock was converted to common stock and there is no longer any dilutive impact from the Series B Preferred Stock.
14

APi Group Corporation
Adjusted Segment Financial Information (non-GAAP)
(Amounts in millions)
(Unaudited)
 Three Months Ended September 30,Nine Months Ended September 30,
 2024 (a)2023 (a)2024 (a)2023 (a)
Safety Services
Net revenues$1,335 $1,217 $3,828 $3,633 
Adjusted gross profit467 405 1,342 1,177 
Adjusted EBITDA210 169 585 475 
Adjusted gross margin35.0 %33.3 %35.1 %32.4 %
Adjusted EBITDA margin15.7 %13.9 %15.3 %13.1 %
Specialty Services
Net revenues$493 $569 $1,335 $1,554 
Adjusted gross profit99 112 265 275 
Adjusted EBITDA67 83 163 180 
Adjusted gross margin20.1 %19.7 %19.9 %17.7 %
Adjusted EBITDA margin13.6 %14.6 %12.2 %11.6 %
Total net revenues before corporate and eliminations(b)$1,828 $1,786 $5,163 $5,187 
Total adjusted EBITDA before corporate and eliminations(b)277 252 748 655 
Adjusted EBITDA margin before corporate and eliminations(b)15.2 %14.1 %14.5 %12.6 %
Corporate and Eliminations
Net revenues$(2)$(2)$(6)$(18)
Adjusted EBITDA(32)(28)(97)(81)
Total Consolidated
Net revenues$1,826 $1,784 $5,157 $5,169 
Adjusted gross profit566 518 1,607 1,452 
Adjusted EBITDA245 224 651 574 
Adjusted gross margin31.0 %29.0 %31.2 %28.1 %
Adjusted EBITDA margin13.4 %12.6 %12.6 %11.1 %
Notes:
(a)Information derived from non-GAAP reconciliations included elsewhere in this press release.
(b)Calculated from results of the Company's operating segments shown above, excluding Corporate and Eliminations.
15

APi Group Corporation
Reconciliations of GAAP to Non-GAAP Financial Measures
Adjusted Segment Financial Information (non-GAAP)
(Amounts in millions)
(Unaudited)
 Three Months Ended September 30, 2024Three Months Ended September 30, 2023
 As ReportedAdjustmentsAs AdjustedAs ReportedAdjustmentsAs Adjusted
Safety Services
Net revenues$1,335 $— $1,335 $1,217 $— $1,217 
Cost of revenues867 1 (a)868 819 (7)(a)812 
Gross profit$468 $(1)$467 $398 $7 $405 
Gross margin35.1 %35.0 %32.7 %33.3 %
Specialty Services
Net revenues$493 $— $493 $569 $— $569 
Cost of revenues394 — 394 457 — 457 
Gross profit$99 $— $99 $112 $— $112 
Gross margin20.1 %20.1 %19.7 %19.7 %
Corporate and Eliminations
Net revenues$(2)$— $(2)$(2)$— $(2)
Cost of revenues(2)— (2)(3)— (3)
Total Consolidated
Net revenues$1,826 $— $1,826 $1,784 $— $1,784 
Cost of revenues1,259 1 (a)1,260 1,273 (7)(a)1,266 
Gross profit$567 $(1)$566 $511 $7 $518 
Gross margin31.1 %31.0 %28.6 %29.0 %
Notes:
(a)Adjustment to reflect the addback of amortization expense related to backlog intangible assets.
16

APi Group Corporation
Reconciliations of GAAP to Non-GAAP Financial Measures
Adjusted Segment Financial Information (non-GAAP)
(Amounts in millions)
(Unaudited)
 Nine Months Ended September 30, 2024Nine Months Ended September 30, 2023
 As ReportedAdjustmentsAs AdjustedAs ReportedAdjustmentsAs Adjusted
Safety Services
Net revenues$3,828 $— $3,828 $3,633 $— $3,633 
Cost of revenues2,490 (2)(a)2,486 2,476 (20)(a)2,456 
(2)(b)— 
Gross profit$1,338 $4 $1,342 $1,157 $20 $1,177 
Gross margin35.0 %35.1 %31.8 %32.4 %
Specialty Services
Net revenues$1,335 $— $1,335 $1,554 $— $1,554 
Cost of revenues1,070 — 1,070 1,279 — 1,279 
Gross profit$265 $— $265 $275 $— $275 
Gross margin19.9 %19.9 %17.7 %17.7 %
Corporate and Eliminations
Net revenues$(6)$— $(6)$(18)$— $(18)
Cost of revenues(6)— (6)(18)— (18)
Total Consolidated
Net revenues$5,157 $— $5,157 $5,169 $— $5,169 
Cost of revenues3,554 (2)(a)3,550 3,737 (20)(a)3,717 
(2)(b)— 
Gross profit$1,603 $4 $1,607 $1,432 $20 $1,452 
Gross margin31.1 %31.2 %27.7 %28.1 %
Notes:
(a)Adjustment to reflect the addback of amortization expense related to backlog intangible assets.
(b)Adjustment to reflect the elimination of expenses associated with restructuring programs and related costs.
17

APi Group Corporation
Reconciliations of GAAP to Non-GAAP Financial Measures
Adjusted Segment Financial Information (non-GAAP)
(Amounts in millions)
(Unaudited)
Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
Safety Services
Safety Services EBITDA$197 $153 $544 $449 
Adjustments to reconcile EBITDA to adjusted EBITDA:
Contingent consideration and compensation(a)1 4 5 7 
Non-service pension cost (benefit)(b)7 (3)17 (9)
Acquisition related expenses(c)— — — 5 
Business process transformation expenses(d)2 — 4 1 
Restructuring program related costs(e)3 17 16 24 
Other(f)— (2)(1)(2)
Safety Services adjusted EBITDA$210 $169 $585 $475 
Specialty Services
Specialty Services EBITDA$66 $70 $161 $166 
Adjustments to reconcile EBITDA to adjusted EBITDA:
Contingent consideration and compensation(a)— — — 1 
Business process transformation expenses(d)1 — 1 — 
Other(f)— 13 1 13 
Specialty Services adjusted EBITDA$67 $83 $163 $180 
Corporate and Eliminations
Corporate and Eliminations EBITDA$(45)$(35)$(122)$(90)
Adjustments to reconcile EBITDA to adjusted EBITDA:
Business process transformation expenses(d)10 6 21 16 
Acquisition related expenses(c)2 1 11 2 
Loss on extinguishment of debt, net(g)— — — 3 
Restructuring program related costs(e)1 — 1 — 
Other(f)— — (8)(12)
Corporate and Eliminations adjusted EBITDA$(32)$(28)$(97)$(81)
Notes:
(a)Adjustment to reflect the elimination of the expense attributable to deferred consideration to prior owners of acquired businesses not expected to continue or recur.
(b)Adjustment to reflect the elimination of non-service pension cost (benefit), which consists of interest cost, expected return on plan assets and amortization of actuarial gains/losses of the pension programs assumed as part of the Chubb acquisition.
(c)Adjustment to reflect the elimination of transaction costs related to potential and completed acquisitions and expenses associated with the transition of newly acquired businesses from prior ownership into APi Group.
(d)Adjustment to reflect the elimination of expenses associated with the integration and reorganization of newly acquired businesses and non-operational costs related to business process transformation, including system and process development costs and implementation of processes and compliance programs related to the Sarbanes-Oxley Act of 2002.
(e)Adjustment to reflect the elimination of expenses associated with restructuring programs and related costs.
(f)Adjustment includes various miscellaneous non-recurring items, such as the gain on the sale of a building, costs associated with the Series B Preferred Stock conversion, elimination of changes in fair value estimates to acquired liabilities, and impairment recorded on disposed assets.
(g)Adjustment to reflect the elimination of loss on extinguishment of debt resulting from early repayments and repurchases of long-term debt.
18

APi Group Corporation
Reconciliations of GAAP to Non-GAAP Financial Measures
Change in adjusted EBITDA (non-GAAP)
(Unaudited)
Change in adjusted EBITDA
 Three Months Ended September 30, 2024
 Change in
Adjusted EBITDA
(public rates) (a)		Foreign
currency
translation (b)		Change in
Adjusted EBITDA
(fixed currency) (c)
Safety Services24.3%0.8%23.5%
Specialty Services(19.3)%—%(19.3)%
Consolidated9.4%0.5%8.9%

Nine Months Ended September 30, 2024
Change inForeignChange in
Adjusted EBITDAcurrencyAdjusted EBITDA
(public rates) (a)translation (b)(fixed currency) (c)
Safety Services23.2%0.3%22.9%
Specialty Services(9.4)%—%(9.4)%
Consolidated13.4%0.2%13.2%
Notes:
(a)Adjusted EBITDA derived from non-GAAP reconciliations included elsewhere in this press release.
(b)Adjusted to eliminate the impact of foreign currency on adjusted EBITDA amounts, calculated as the difference between adjusted EBITDA at public currency rates and adjusted EBITDA at fixed currency rates for both periods. Fixed currency amounts are based on translation into U.S. Dollars at fixed foreign currency exchange rates established by management at the beginning of 2024.
(c)Amount represents the year-over-year change when comparing both years after eliminating the impact of fluctuations in foreign exchange rates by translating foreign currency denominated results at fixed foreign currency ("FFX") rates for both periods.
19

APi Group Corporation
Reconciliations of GAAP to Non-GAAP Financial Measures
Free cash flow and adjusted free cash flow and conversion (non-GAAP)
(Amounts in millions)
(Unaudited)
Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
Net cash provided by operating activities (as reported)$220 $144 $337 $217 
Less: Purchases of property and equipment(22)(18)(66)(64)
Free cash flow$198 $126 $271 $153 
Add: Cash payments related to following items:
Contingent compensation(a)5 — 16 18 
Business process transformation expenses(b)12 9 26 22 
Acquisition related expenses(c)1 — 10 5 
Restructuring program related payments(d)9 7 30 18 
Payroll tax deferral(e)— — — 9 
Other(f)2 4 8 12 
Adjusted free cash flow$227 $146 $361 $237 
Adjusted EBITDA(g)$245 $224 $651 $574 
Adjusted free cash flow conversion92.7 %65.2 %55.5 %41.3 %
Notes:
(a)Adjustment to reflect the elimination of deferred payments to prior owners of acquired businesses not expected to continue or recur.
(b)Adjustment to reflect the elimination of expenses associated with the integration and reorganization of newly acquired businesses and non-operational costs related to business process transformation, including system and process development costs and implementation of processes and compliance programs related to the Sarbanes-Oxley Act of 2002.
(c)Adjustment to reflect the elimination of transaction costs related to potential and completed acquisitions and expenses associated with the transition of newly acquired businesses from prior ownership into APi Group.
(d)Adjustment to reflect payments made for restructuring programs and related costs.
(e)Adjustment reflects the elimination of operating cash for the impact of the Coronavirus Aid Relief and Economic Security (CARES) Act. During the first quarter of 2020, the CARES Act was passed, allowing the Company to defer the payment of the employer's share of Social Security taxes until December 2021 and December 2022. The final payments were made on the amount deferred in 2020 during the first half of 2023.
(f)Adjustment includes various miscellaneous non-recurring items, such as elimination of payments made on the Series B Preferred Stock conversion, and payments made related to the debt repricing transaction.
(g)Adjusted EBITDA derived from non-GAAP reconciliations included elsewhere in this press release.

20