Apollo Shareholder Puzzle: Where Do You Fit In?

Attention Apollo buyers: Below is a graphic, released in its IPO disclosure documents, that shows the company’s future structure, and the complex set of relationships its public parts will have with all companies in the greater world of Apollo.

Look closely to see where your shares fit in… An explanation, taken from Apollo’s S1, follows below the diagram.

Now, the explanation, verbatim from the S1:

(1) Adjusted numbers giving effect to the IPO assume that 18,000,000 Class A shares are offered and sold by Apollo Global Management, LLC, and the net proceeds thereof are contributed to the Apollo Operating Group, thereby increasing the economic interest held by our Class A shareholders, taken as a whole, in the Apollo Operating Group from 29.0% to 32.9%.

(2) After giving effect to the IPO, investors in the Rule 144A Offering and investors in the IPO (together, the “Public Investors”) will hold 38.5% of the Class A shares, the CS Investor will hold 6.4% of the Class A shares, the Strategic Investors will hold 51.1% of the Class A shares, and Apollo employees will hold 4.0% of the Class A shares. After giving effect to the IPO, the Class A shares held by Public Investors will represent 15.2% of the total voting power of our shares entitled to vote and 12.7% of the economic interests in the Apollo Operating Group. After giving effect to the IPO, Class A shares held by the CS Investor will represent 2.5% of the total voting power of our shares entitled to vote and 2.1% of the economic interests in the Apollo Operating Group. Class A shares held by the Strategic Investors do not have voting rights and after giving effect to the IPO, will represent 16.8% of the economic interests in the Apollo Operating Group. After giving effect to the IPO, Class A shares held by the Apollo employees will represent 1.6% of the total voting power of our shares entitled to vote and 1.3% of the economic interests in Apollo Operating Group. Such Class A shares will become entitled to vote upon transfers by a Strategic Investor in accordance with the agreements entered into in connection with the Strategic Investors Transaction.

(3) Our managing partners own BRH, which in turn holds our only outstanding Class B share. After giving effect to the IPO, the Class B share will represent 80.7% of the total voting power of our shares entitled to vote but no economic interest in Apollo Global Management, LLC. Our managing partners’ economic interests are instead represented by their indirect ownership, through Holdings, of 58.9% of the limited partner interests in the Apollo Operating Group after giving effect to the IPO.

(4) Through BRH Holdings, L.P., our managing partners own limited partner interests in Holdings.

(5) After giving effect to the IPO, will represent 67.1% of the limited partner interests in each Apollo Operating Group entity. The Apollo Operating Group units held by Holdings are exchangeable for Class A shares, as described below under “—Equity Interests Retained by Our Managing Partners and Contributing Partners.” Our managing partners, through their interests in BRH and Holdings, will own 58.9% of the Apollo Operating Group units after giving effect to the IPO. Our contributing partners, through their ownership interests in Holdings, will own 8.2% of the Apollo Operating Group units after giving effect to the IPO.

(6) BRH is the sole member of AGM Management, LLC, our manager. The management of Apollo Global Management, LLC is vested in our manager as provided in our operating agreement. See “Description of Shares—Operating Agreement” for a description of the authority that our manager exercises.

(7) After giving effect to the IPO, will represent 32.9% of the limited partner interests in each Apollo Operating Group entity, held through intermediate holding companies. Apollo Global Management, LLC also indirectly owns 100% of the general partner interests in each Apollo Operating Group entity.