Holding(s) in Company

API Group PLC
28 August 2007



TR-1: Notifications of Major Interests in Shares

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

API GROUP PLC

2. Reason for notification (yes/no):

An acquisition or disposal of voting rights:                               (YES)

An acquisition or disposal of financial instruments which may result in the 
acquisition of shares already issued to which voting rights are attached:  (  )

An event changing the breakdown of voting rights:                          (  )

Other (please specify) :                                                   (  )


3. Full name of person(s) subject to notification obligation:

WYNNEFIELD CAPITAL INC AS UMBRELLA GENERAL MANAGER FOR FOUR SEPARATE FUNDS

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

WYNNEFIELD PARTNERS SMALL CAP VALUE LPI
WYNNEFIELD PARTNERS SMALL CAP VALUE LP
WYNNEFIELD SMALL CAP VALUE OFFSHORE FUND LTD
CHANNEL PARTNERSHIP II LLP

5. Date of transaction (and date on which the threshold is crossed or reached 
if different):

20 AUGUST 2007 

6. Date on which issuer notified:

23 AUGUST 2007 

7. Threshold(s) that is/are crossed or reached:

FROM 21.42 UP TO 26%


8. Notified Details:

A: Voting rights attached to shares
 
Class/type of shares              Situation previous to  
if possible use                 the Triggering transaction                
ISIN CODE                       
                       Number of shares       Number of voting Rights 

ORDINARY               7,380,000              7,380,000

 

                            Resulting situation after the triggering transaction 
 
Class/type of shares   Number of shares  Number of voting rights    % of voting rights  
if possible use                                                                 
ISIN CODE                                Direct     Indirect        Direct    Indirect  

ORDINARY               1,576,800         0          8,956,800       0         26%

 

B: Financial Instruments

Resulting situation after the triggering transaction 

Type of     Expiration date  Exercise/conversion  No. of voting     % of voting     
financial                    period/date          rights that may   rights          
instrument                                        be acquired (if                       
                                                  the instrument                         
                                                  exercised/
                                                  converted)                           

 

Total (A+B)
Number of voting rights       % of voting rights 

8,956,800                     26%

 

9. Chain of controlled undertakings through which the voting rights and/or the
financial instruments are effectively held, if applicable:

THE SHARES ARE REGISTERED IN THE NAME OF BEAR STEARNS & CO INC ON BEHALF OF
WYNNEFIELD CAPITAL INC


Proxy Voting:

 
10. Name of proxy holder:             N/A

11. Number of voting rights proxy 
holder will cease to hold:            N/A

12. Date on which proxy holder will 
cease to hold voting rights:          N/A


13. Additional information:           N/A

14. Contact name:                     STEVE ZELKOWICZ

15. Contact telephone number:         001 212 760 0278


For notes on how to complete form TR-1 please see the FSA website.



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