8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

November 3, 2017

Date of Report (Date of earliest event reported)

Apollo Global Management, LLC

(Exact name of registrant as specified in its charter)

Delaware	001-35107	20-8880053
(State of Incorporation)	(Commission File Number)	(IRS Employer
		Identification Number)
	9 West 57th Street, 43rd Floor
	New York, New York 10019
	(Address of principal executive offices) (Zip Code)

(212) 515-3200

(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:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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).

Emerging growth company o

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. o

Item 7.01 Regulation FD Disclosure.

On November 3, 2017, Apollo Global Management, LLC (the “Company”) filed its quarterly report on Form 10-Q as of and for the three and nine month period ended September 30, 2017. Pursuant to that certain indenture, dated as of May 30, 2014, as supplemented, among Apollo Management Holdings, L.P. (“AMH”), the guarantors party thereto (collectively with AMH, the “Credit Parties”) and Wells Fargo Bank, National Association, as trustee, attached as Exhibit 99.1 is a copy of the unaudited reconciliation indicating the differences between the financial information of the Company and the financial information of the Credit Parties and their subsidiaries on a combined and consolidated basis, taken as a whole.

The information included in this Current Report on Form 8-K (including the exhibit hereto) is being furnished under Item 7.01, “Regulation FD Disclosure” and Item 9.01 “Financial Statements and Exhibits” of Form 8-K. As such, the information (including the exhibit) herein shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, nor shall it be incorporated by reference into a filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01Financial Statements and Exhibits.

(d)Exhibits

Exhibit No.	Description
99.1	Unaudited reconciliation of financial data.

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, LLC
Date: November 3, 2017	By:	/s/ Robert MacGoey
		Robert MacGoey
		Chief Accounting Officer

EXHIBIT INDEX

Exhibit No.	Description
Exhibit 99.1	Unaudited reconciliation of financial data.

EX-99.1

EXHIBIT 99.1

UNAUDITED RECONCILIATION OF FINANCIAL DATA

The following tables present the historical unaudited financial information for the Apollo Operating Group as of and for the three and nine months ended September 30, 2017. The Apollo Operating Group does not report audited or unaudited financial information on a stand-alone basis. Accordingly, the financial data presented herein for the Apollo Operating Group has been reconciled to Apollo Global Management, LLC’s financial statements for the relevant periods.

	As of September 30, 2017
	Total Apollo Operating Group Consolidated			VIE & Consolidated Funds			Other (1)			Total Apollo Global Management, LLC Consolidated
Statement of Financial Data	(dollars in thousands)
Assets:
Cash and cash equivalents	$	930,639		$	—		$	209		$	930,848
Cash and cash equivalents held at consolidated funds	—			10,195			—			10,195
Restricted cash	4,165			—			—			4,165
U.S. Treasury securities, at fair value	198,900			—			—			198,900
Investments	1,792,228			1,978			(86,142		)	1,708,064
Assets of consolidated variable interest entities:
Cash and cash equivalents	—			44,226			—			44,226
Investments, at fair value	—			1,170,867			(317		)	1,170,550
Other assets	—			63,723			—			63,723
Carried interest receivable	1,580,158			—			(2,174		)	1,577,984
Due from related parties	549,570			—			(262,218		)	287,352
Deferred tax assets	9,207			—			582,547			591,754
Other assets	164,582			14			(8		)	164,588
Goodwill	88,852			—			—			88,852
Intangible assets, net	19,153			—			—			19,153
Total Assets	$	5,337,454		$	1,291,003		$	231,897		$	6,860,354
Liabilities and Shareholders’ Equity
Liabilities:
Accounts payable and accrued expenses	$	79,057		$	—		$	5		$	79,062
Accrued compensation and benefits	144,664			—			—			144,664
Deferred revenue	155,081			—			—			155,081
Due to related parties	123,208			—			520,193			643,401
Profit sharing payable	710,873			—			—			710,873
Debt	1,361,044			—			—			1,361,044
Liabilities of consolidated variable interest entities:
Debt, at fair value	—			1,019,270			(46,638		)	972,632
Other liabilities	—			85,520			(117		)	85,403
Due to related parties	—			2,977			(2,977		)	—
Other liabilities	115,586			625			—			116,211
Total Liabilities	2,689,513			1,108,392			470,466			4,268,371
Shareholders’ Equity:
Apollo Global Management, LLC shareholders' equity:
Preferred units (11,000,000 units issued and outstanding as of September 30, 2017)	264,398			—			—			264,398
Additional paid in capital	—			—			1,627,767			1,627,767
Accumulated deficit	1,266,001			19,307			(1,845,921		)	(560,613		)
Accumulated other comprehensive income (loss)	(2,334		)	(647		)	920			(2,061		)
Total Apollo Global Management, LLC shareholders’ equity	1,528,065			18,660			(217,234		)	1,329,491
Non-Controlling Interests in consolidated entities	7,120			163,951			(21,335		)	149,736
Non-Controlling Interests in Apollo Operating Group	1,112,756			—			—			1,112,756
Total Shareholders’ Equity	2,647,941			182,611			(238,569		)	2,591,983
Total Liabilities and Shareholders’ Equity	$	5,337,454		$	1,291,003		$	231,897		$	6,860,354

(1) Includes eliminations for VIE and Fund consolidation and entities not included in the Apollo Operating Group.

	For the Nine Months Ended September 30, 2017
	Total Apollo Operating Group Consolidated			VIE & Consolidated Funds			Other(1)			Total Apollo Global Management, LLC Consolidated
Statement of Operating Data	(dollars in thousands)
Revenues:
Management fees from related parties	$	854,629		$	—		$	(2,338	)	$	852,291
Advisory and transaction fees from related parties, net	54,905			—			—			54,905
Carried interest income from related parties	833,846			—			(387		)	833,459
Total Revenues	1,743,380			—			(2,725		)	1,740,655
Expenses:
Compensation and benefits:
Salary, bonus and benefits	316,011			—			—			316,011
Equity-based compensation	70,332			—			—			70,332
Profit sharing expense	339,679			—			—			339,679
Total Compensation and Benefits	726,022			—			—			726,022
Interest expense	39,497			—			—			39,497
General, administrative and other	189,894			5			19			189,918
Placement fees	12,560			—			—			12,560
Total Expenses	967,973			5			19			967,997
Other Income:
Net gains from investment activities	102,622			314			—			102,936
Net gains from investment activities of consolidated variable interest entities	—			7,338			3,747			11,085
Income from equity method investments	104,466			—			(1,589		)	102,877
Interest income	3,995			(44		)	(1,022		)	2,929
Other income, net	45,087			(300		)	(11		)	44,776
Total Other Income	256,170			7,308			1,125			264,603
Income before income tax provision	1,031,577			7,303			(1,619		)	1,037,261
Income tax provision	(7,014		)	—			(47,912		)	(54,926		)
Net Income	1,024,563			7,303			(49,531		)	982,335
Net income attributable to Non-controlling Interests	(536,804		)	(5,703		)	—			(542,507		)
Net Income Attributable to Apollo Global Management, LLC	487,759			1,600			(49,531		)	439,828
Net income attributable to Preferred Shareholders	(9,155		)	—			—			(9,155		)
Net Income Attributable to Apollo Global Management, LLC Class A Shareholders	$	478,604		$	1,600		$	(49,531	)	$	430,673

(1) Includes eliminations for VIE and Fund consolidation and entities not included in the Apollo Operating Group.

	For the Three Months Ended September 30, 2017
	Total Apollo Operating Group Consolidated			VIE & Consolidated Funds			Other(1)			Total Apollo Global Management, LLC Consolidated
Statement of Operating Data	(dollars in thousands)
Revenues:
Management fees from related parties	$	302,266		$	—		$	(823	)	$	301,443
Advisory and transaction fees from related parties, net	16,209			—			—			16,209
Carried interest income from related parties	346,575			—			5			346,580
Total Revenues	665,050			—			(818		)	664,232
Expenses:
Compensation and benefits:
Salary, bonus and benefits	108,853			—			—			108,853
Equity-based compensation	24,485			—			—			24,485
Profit sharing expense	137,296			—			—			137,296
Total Compensation and Benefits	270,634			—			—			270,634
Interest expense	13,303			—			—			13,303
General, administrative and other	68,133			—			16			68,149
Placement fees	5,397			—			—			5,397
Total Expenses	357,467			—			16			357,483
Other Income:
Net gains from investment activities	68,530			402			—			68,932
Net gains from investment activities of consolidated variable interest entities	—			(283		)	1,128			845
Income from equity method investments	47,900			—			(412		)	47,488
Interest income	1,811			3			(310		)	1,504
Other income, net	25,687			(300		)	—			25,387
Total Other Income	143,928			(178		)	406			144,156
Income before income tax provision	451,511			(178		)	(428		)	450,905
Income tax provision	(2,595		)	—			(13,947		)	(16,542		)
Net Income	448,916			(178		)	(14,375		)	434,363
Net income attributable to Non-controlling Interests	(232,000		)	589			—			(231,411		)
Net Income Attributable to Apollo Global Management, LLC	216,916			411			(14,375		)	202,952
Net income attributable to Preferred Shareholders	(4,383		)	—			—			(4,383		)
Net Income Attributable to Apollo Global Management, LLC Class A Shareholders	$	212,533		$	411		$	(14,375	)	$	198,569

(1) Includes eliminations for VIE and Fund consolidation and entities not included in the Apollo Operating Group.