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Item 1.01
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Entry into a Material Definitive Agreement
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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.