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Apollo Global Management, Inc. 8-K Report, Rights Modification (Aug 11, 2023)

Filed August 11, 2023For Securities:APOAPOSAPO-PA

Summary

Apollo Global Management, Inc. (APO) has filed an 8-K report detailing the successful upsizing and completion of its underwritten public offering of 6.75% Series A Mandatory Convertible Preferred Stock. The company issued 28,750,000 shares, raising approximately $1.438 billion in liquidation preference. This offering was larger than initially planned, indicating strong investor demand. The filing also includes the Certificate of Designations, which outlines the key terms and conditions of this preferred stock, including its dividend rate, conversion provisions, and liquidation preferences. This issuance represents a significant capital raise for APO, intended to bolster its financial position.

Key Highlights

  • 1Apollo Global Management, Inc. (APO) completed an offering of 6.75% Series A Mandatory Convertible Preferred Stock, raising approximately $1.438 billion.
  • 2The offering was upsized to 28,750,000 shares from the initially planned 20,000,000 shares, reflecting strong investor interest.
  • 3The Mandatory Convertible Preferred Stock carries a 6.75% annual dividend rate, payable quarterly and cumulatively.
  • 4Each share of preferred stock is expected to convert automatically into 0.5052 to 0.6062 shares of APO's Common Stock on July 31, 2026, based on a future volume-weighted average price.
  • 5The preferred stock holders have the option to convert their shares earlier under certain conditions, with specific conversion rates and potential compensation for unpaid dividends.
  • 6In the event of liquidation, preferred stockholders are entitled to a liquidation preference of $50.00 per share plus accumulated unpaid dividends, ranking senior to common stock.
  • 7The Certificate of Designations, establishing the rights and terms of the preferred stock, was filed with Delaware's Secretary of State.

Frequently Asked Questions

The primary purpose of this 8-K filing was to report the completion of Apollo Global Management, Inc.'s (APO) underwritten public offering of its 6.75% Series A Mandatory Convertible Preferred Stock and to provide details regarding the terms and conditions of this new class of securities through the filed Certificate of Designations.

APO raised approximately $1.438 billion in aggregate liquidation preference from this offering. The offering was upsided, meaning it was larger than originally planned (28,750,000 shares issued versus the initially announced 20,000,000 shares).

The shares of Mandatory Convertible Preferred Stock are expected to convert automatically into shares of APO's Common Stock on July 31, 2026. The exact number of shares received will depend on the average volume-weighted average price of APO's Common Stock over a 20-day trading period prior to that conversion date, ranging between 0.5052 and 0.6062 shares per preferred share.

The 6.75% Series A Mandatory Convertible Preferred Stock pays a cumulative dividend at an annual rate of 6.75% on its liquidation preference of $50.00 per share. These dividends are payable quarterly, if declared by the board, and can be paid in cash, common stock, or a combination thereof. Dividends are cumulative, meaning any unpaid dividends accrue and must be paid before dividends can be paid on junior stock.