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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 6/05/20 Apollo Global Management, Inc. 8-K:1,2,9 6/05/20 12:534K Paul Weiss Ri… LLP 01/FA |
Document/Exhibit Description Pages Size 1: 8-K Current Report HTML 43K 2: EX-4.1 Instrument Defining the Rights of Security Holders HTML 204K 8: R1 Cover HTML 56K 12: XML IDEA XML File -- Filing Summary XML 12K 9: XML XBRL Instance -- eh2000828_8k_htm XML 22K 10: EXCEL IDEA Workbook of Financial Reports XLSX 6K 4: EX-101.DEF XBRL Definitions -- apo-20200605_def XML 76K 5: EX-101.LAB XBRL Labels -- apo-20200605_lab XML 104K 6: EX-101.PRE XBRL Presentations -- apo-20200605_pre XML 73K 3: EX-101.SCH XBRL Schema -- apo-20200605 XSD 14K 11: JSON XBRL Instance as JSON Data -- MetaLinks 27± 35K 7: ZIP XBRL Zipped Folder -- 0000950142-20-001512-xbrl Zip 49K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): i June 5, 2020
i Apollo Global Management, Inc.
(Exact name of registrant as specified in its charter)
| i Delaware | i 001-35107 | i 20-8880053 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
i 9 West 57th Street, i 43rd Floor
i New York, i New York i 10019
(Address of principal executive offices) (Zip Code)
(Registrant’s Telephone Number, Including Area Code)
N/A
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
Securities registered pursuant to Section 12(b) of the Act:
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
C:
| C: |
| Item 1.01 | Entry into a Material Definitive Agreement |
On June 5, 2020, Apollo Management Holdings, L.P. (the “Issuer”), an indirect subsidiary of Apollo Global Management, Inc., issued $500 million in aggregate principal amount of its 2.650% Senior Notes due 2030 (the “Notes”). The Notes were issued pursuant to that certain indenture, dated as of May 30, 2014 (the “Base Indenture”), as supplemented by that certain ninth supplemental indenture, dated as of June 5, 2020 (the “Ninth Supplemental Indenture” and together with the Base Indenture, the “Indenture”) among the Issuer, Apollo Principal Holdings I, L.P., Apollo Principal Holdings II, L.P., Apollo Principal Holdings III, L.P., Apollo Principal Holdings IV, L.P., Apollo Principal Holdings V, L.P., Apollo Principal Holdings VI, L.P., Apollo Principal Holdings VII, L.P., Apollo Principal Holdings VIII, L.P., Apollo Principal Holdings IX, L.P., Apollo Principal Holdings X, L.P., Apollo Principal Holdings XI, LLC, Apollo Principal Holdings XII, L.P., and AMH Holdings (Cayman), L.P. (collectively, the “Guarantors”) and Wells Fargo Bank, National Association, as trustee (the “Trustee”). Capitalized terms used herein without definition have the meanings set forth in the Indenture.
The Notes bear interest at a rate of 2.650% per annum accruing from June 5, 2020. Interest is payable semiannually in arrears on June 5 and December 5 of each year, commencing on December 5, 2020. The Notes will mature on June 5, 2030 unless earlier redeemed or repurchased. The Notes are unsecured and unsubordinated obligations of the Issuer. The Notes will be fully and unconditionally guaranteed (the “Guarantees”), jointly and severally, by each of the Guarantors. The Guarantees are unsecured and unsubordinated obligations of the Guarantors.
All or a portion of the Notes may be redeemed at the Issuer’s option in whole, at any time, or in part, from time to time, prior to March 5, 2030, at the make-whole redemption price set forth in the Notes. On or after March 5, 2030, the Notes may be redeemed at the Issuer’s option, in whole, at any time, or in part, from time to time, at a redemption price equal to 100% of the principal amount of the Notes to be redeemed. If a change of control repurchase event occurs, the Notes are subject to repurchase by the Issuer at a repurchase price in cash equal to 101% of the aggregate principal amount of the Notes repurchased plus any accrued and unpaid interest on the Notes repurchased to, but not including, the date of repurchase.
The Indenture includes covenants, including limitations on the Issuer’s and the Guarantors’ ability to, subject to exceptions, incur indebtedness secured by liens on voting stock or profit participating equity interests of their respective subsidiaries or merge, consolidate or sell, transfer or lease assets. The Indenture also provides for customary events of default and further provides that the Trustee or the holders of not less than 25% in aggregate principal amount of the outstanding Notes may declare the Notes immediately due and payable upon the occurrence and during the continuance of any event of default after expiration of any applicable grace period. In the case of specified events of bankruptcy, insolvency, receivership or reorganization, the principal amount of the Notes and any accrued and unpaid interest on the Notes automatically will become due and payable.
The Notes were offered and sold to qualified institutional buyers in the United States pursuant to Rule 144A and outside the United States pursuant to Regulation S under the Securities Act of 1933, as amended.
The net proceeds from the sale of the Notes will be used for general corporate purposes.
The preceding is a summary of the terms of the Indenture and the Notes, and is qualified in its entirety by reference to the Ninth Supplemental Indenture and the form of the Notes attached hereto as Exhibits 4.1 and 4.2, respectively, each of which is incorporated herein by reference as though they were fully set forth herein.
| Item 2.03 | Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant. |
The information required by this Item 2.03 is set forth under Item 1.01 above and is hereby incorporated by reference in response to this Item.
C:
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit No. | Description | |
| 4.1 | Ninth Supplemental Indenture, dated as of June 5, 2020, among Apollo Management Holdings, L.P., the Guarantors party thereto and Wells Fargo Bank, National Association, as trustee. | |
| 4.2 | Form of 2.650% Senior Note due 2030 (included in Exhibit 4.1 hereto). | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
C:
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| APOLLO GLOBAL MANAGEMENT, INC. | |||
| Date: June 5, 2020 | By: | /s/ John J. Suydam | |
| Name: | John J. Suydam | ||
| Title: | Chief Legal Officer | ||
| This ‘8-K’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| 6/5/30 | ||||
| 3/5/30 | ||||
| 12/5/20 | ||||
| Filed on / For Period end: | 6/5/20 | |||
| 5/30/14 | 8-K | |||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 8/07/23 Apollo Asset Management, Inc. 10-Q 6/30/23 109:13M 5/09/23 Apollo Asset Management, Inc. 10-Q 3/31/23 110:14M 3/01/23 Apollo Asset Management, Inc. 10-K 12/31/22 138:21M 11/08/22 Apollo Asset Management, Inc. 10-Q 9/30/22 116:16M 8/09/22 Apollo Asset Management, Inc. 10-Q 6/30/22 116:16M 5/10/22 Apollo Asset Management, Inc. 10-Q 3/31/22 123:15M 2/25/22 Apollo Asset Management, Inc. 10-K 12/31/21 169:88M 11/08/21 Apollo Asset Management, Inc. 10-Q 9/30/21 127:24M 8/06/21 Apollo Asset Management, Inc. 10-Q 6/30/21 131:25M 5/10/21 Apollo Asset Management, Inc. 10-Q 3/31/21 131:21M 2/19/21 Apollo Asset Management, Inc. 10-K 12/31/20 159:32M 11/06/20 Apollo Asset Management, Inc. 10-Q 9/30/20 128:22M 8/07/20 Apollo Asset Management, Inc. 10-Q 6/30/20 134:24M |