Amended Statement of Ownership (sc 13g/a)
14 Février 2022 - 03:22PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 9)*
|
APOLLO GLOBAL MANAGEMENT,
INC.** |
|
(Name of Issuer) |
| |
|
Class A Common Stock, par value
$0.00001 per share |
|
(Title of Class of
Securities) |
| |
|
03768E105 |
|
(CUSIP Number) |
| |
|
December 31, 2021 |
|
(Date of Event which Requires Filing
of this Statement) |
| Check the appropriate
box to designate the rule pursuant to which this Schedule is
filed. |
| ☐ |
Rule 13d-1(b) |
| ☐ |
Rule
13d-1(c) |
| ☒ |
Rule
13d-1(d) |
| |
|
| |
|
|
* The remainder of this cover page shall be
filled out for a reporting person’s initial filing on this form
with respect to the subject class of securities, and for any
subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
**
On January 1, 2022, upon the consummation of the Mergers, (a) each
share of common stock (other than shares held by AGM as treasury
shares or by a subsidiary of AGM) or other equity interest of AGM
was converted into one share of common stock or equivalent equity
interest of Holdings, (b) AGM was renamed Apollo Asset Management,
Inc. and (c) Holdings was renamed Apollo Global Management, Inc.
Capitalized terms have the respective meanings defined herein.
|
| The information
required on the remainder of this cover page shall not be deemed to
be “filed” for the purpose of Section 18 of the Securities Exchange
Act of 1934 (“Act”) or otherwise subject to the liabilities of that
section of the Act but shall be subject to all other provisions of
the Act (however, see the Notes). |
|
CUSIP No.
03768E105 |
SCHEDULE 13G |
Page 2 of 9 |
|
1 |
NAME
OF REPORTING PERSON
BRH
Holdings GP, Ltd.
|
|
|
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☐
(b) ☒
|
|
3 |
SEC
USE ONLY
|
|
|
4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
|
|
NUMBER OF
SHARES
BENEFICIALLY OWNED
BY EACH REPORTING
PERSON
WITH
|
5 |
SOLE
VOTING POWER
0
|
|
6 |
SHARED VOTING POWER
0
|
|
7 |
SOLE
DISPOSITIVE POWER
0
|
|
8 |
SHARED DISPOSITIVE POWER
0
|
|
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
|
|
|
10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
|
☐ |
|
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.0%
|
|
|
12 |
TYPE
OF REPORTING PERSON
CO
|
|
|
CUSIP No.
03768E105 |
SCHEDULE 13G |
Page 3 of 9 |
|
1 |
NAME
OF REPORTING PERSON
AP
Professional Holdings, L.P.
|
|
|
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☐
(b) ☒
|
|
3 |
SEC
USE ONLY
|
|
|
4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
|
|
NUMBER OF
SHARES
BENEFICIALLY OWNED
BY EACH REPORTING
PERSON
WITH
|
5 |
SOLE
VOTING POWER
0
|
|
6 |
SHARED VOTING POWER
0
|
|
7 |
SOLE
DISPOSITIVE POWER
0
|
|
8 |
SHARED DISPOSITIVE POWER
0
|
|
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
|
|
|
10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
|
☐ |
|
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.0%
|
|
|
12 |
TYPE
OF REPORTING PERSON
PN
|
|
|
CUSIP No.
03768E105 |
SCHEDULE 13G |
Page 4 of 9 |
|
1 |
NAME
OF REPORTING PERSON
Leon
Black
|
|
|
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☐
(b) ☒
|
|
3 |
SEC
USE ONLY
|
|
|
4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
|
|
NUMBER OF
SHARES
BENEFICIALLY OWNED
BY EACH REPORTING
PERSON
WITH
|
5 |
SOLE
VOTING POWER
0
|
|
6 |
SHARED VOTING POWER
0
|
|
7 |
SOLE
DISPOSITIVE POWER
0
|
|
8 |
SHARED DISPOSITIVE POWER
0
|
|
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
|
|
|
10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
|
☐ |
|
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.0%
|
|
|
12 |
TYPE
OF REPORTING PERSON
IN
|
|
|
CUSIP No.
03768E105 |
SCHEDULE 13G |
Page 5 of 9 |
|
1 |
NAME
OF REPORTING PERSON
Joshua Harris
|
|
|
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☐
(b) ☒
|
|
3 |
SEC
USE ONLY
|
|
|
4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
|
|
NUMBER OF
SHARES
BENEFICIALLY OWNED
BY EACH REPORTING
PERSON
WITH
|
5 |
SOLE
VOTING POWER
0
|
|
6 |
SHARED VOTING POWER
0
|
|
7 |
SOLE
DISPOSITIVE POWER
0
|
|
8 |
SHARED DISPOSITIVE POWER
0
|
|
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
|
|
|
10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
|
☐ |
|
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.0%
|
|
|
12 |
TYPE
OF REPORTING PERSON
IN
|
|
|
CUSIP No.
03768E105 |
SCHEDULE 13G |
Page 6 of 9 |
|
1 |
NAME
OF REPORTING PERSON
Marc
Rowan
|
|
|
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☐
(b) ☒
|
|
3 |
SEC
USE ONLY
|
|
|
4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
|
|
NUMBER OF
SHARES
BENEFICIALLY OWNED
BY EACH REPORTING
PERSON
WITH
|
5 |
SOLE
VOTING POWER
0
|
|
6 |
SHARED VOTING POWER
0
|
|
7 |
SOLE
DISPOSITIVE POWER
0
|
|
8 |
SHARED DISPOSITIVE POWER
0
|
|
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
|
|
|
10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
|
☐ |
|
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.0%
|
|
|
12 |
TYPE
OF REPORTING PERSON
IN
|
|
|
CUSIP No.
03768E105 |
SCHEDULE 13G |
Page 7 of 9 |
| Item 1. |
(a) |
Name of Issuer: |
| |
|
|
| |
Apollo Global Management, Inc.* |
| |
|
|
| |
(b) |
Address of Issuer’s Principal Executive Offices: |
| |
|
|
| |
9 West 57th Street, 43rd Floor
New York, New York 10019 |
| |
|
| Item 2. |
(a) |
Name of Person Filing: |
| |
|
|
| |
BRH
Holdings GP, Ltd.
AP
Professional Holdings, L.P.
Leon
Black
Joshua Harris
Marc
Rowan
|
| |
|
|
| |
(b) |
Address of Principal Business Office, or if none,
Residence: |
| |
|
|
| |
The
principal business office for all persons filing is:
c/o
Apollo Global Management, Inc.
9 West 57th Street, 43rd Floor
New York, New York 10019
|
| |
|
|
| |
(c) |
Citizenship: |
| |
|
|
| |
See Item 4 on each cover page. |
| |
|
|
| |
(d) |
Title of Class of Securities: |
| |
|
|
| |
Class A Common Stock, par value $0.00001 per share
(“Common Stock”) |
| |
|
|
| |
(e) |
CUSIP Number: |
| |
|
|
| |
03768E105 |
| |
|
|
| Item 3. |
If This Statement is Filed Pursuant to Rules
13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is
a: |
| |
|
|
| |
N/A |
| |
|
| Item
4. |
Ownership. |
| |
|
| |
On
January 1, 2022, pursuant to the Agreement and Plan of Merger,
dated as of March 8, 2021 (the “Merger Agreement”), by and among
Apollo Global Management, Inc., a Delaware corporation (“AGM”),
Athene Holding Ltd, a Bermuda exempted company (“AHL”), Tango
Holdings, Inc., a Delaware corporation and a direct wholly owned
subsidiary of AGM (“Holdings”), Blue Merger Sub, Ltd., a Bermuda
exempted company and a direct wholly owned subsidiary of Holdings
(“AHL Merger Sub”), and Green Merger Sub, Inc., a Delaware
corporation and a direct, wholly owned subsidiary of Holdings (“AGM
Merger Sub”), AGM Merger Sub merged with and into AGM with AGM as
the surviving corporation and a direct subsidiary of Holdings (the
“AGM Merger”), and AHL Merger Sub merged with and into AHL with AHL
as the surviving corporation and a subsidiary of Holdings (the “AHL
Merger”, and together with the AGM Merger, the “Mergers”).
|
|
* |
On January 1, 2022, upon the
consummation of the Mergers, (a) each share of common stock (other
than shares held by AGM as treasury shares or by a subsidiary of
AGM) or other equity interest of AGM was converted into one share
of common stock or equivalent equity interest of Holdings, (b) AGM
was renamed Apollo Asset Management, Inc. and (c) Holdings was
renamed Apollo Global Management, Inc. Capitalized terms have the
respective meanings defined herein. |
|
CUSIP No.
03768E105 |
SCHEDULE 13G |
Page 8 of 9 |
| |
|
|
| |
On
January 1, 2022, upon the consummation of the Mergers, (a) each
share of common stock (other than shares held by AGM as treasury
shares or by a subsidiary of AGM) or other equity interest of AGM
was converted into one share of common stock or equivalent equity
interest of Holdings, (b) AGM was renamed Apollo Asset Management,
Inc. and (c) Holdings was renamed Apollo Global Management,
Inc.
Prior to the Mergers, each Apollo Operating Group (“AOG”) unit
represented a right to receive one share of Class A Common Stock of
Apollo Global Management, Inc., subject to the restrictions and
provisions set forth in the Agreement Among Principals, dated July
13, 2007, by and among Leon Black, Marc Rowan and Joshua Harris, AP
Professional Holdings, L.P. (“AP Professional Holdings”), BRH
Holdings L.P. (“BRH”) and the other parties thereto (the "Agreement
Among Principals"), and the Seventh Amended and Restated Exchange
Agreement, dated as of July 29, 2020, by and among AGM and the
other parties thereto (the "Seventh A&R Exchange
Agreement").
In connection with that
certain Exchange Implementation Agreement, dated December 31, 2021,
by and among Holdings, AP Professional Holdings, BRH and the other
parties thereto, each of Leon Black, Marc Rowan and Joshua Harris
(a) sold and transferred on December 31, 2021, to APO Corp., a
wholly-owned consolidated subsidiary of AGM, a portion of his AOG
Units in exchange for an amount equal to $3.66 multiplied by his
total AOG Units, payable over a period of three years in equal
installments and (b) exchanged on January 1, 2022, concurrently
with the consummation of the Mergers, the remainder of his AOG
units for shares of common stock of Holdings equal to his total AOG
Units.
|
| |
As of January 1, 2022, none of the Reporting
Persons beneficially owns any shares of Common Stock. |
| |
| Item 5. |
Ownership of Five Percent or Less Of A
Class. |
| |
|
| |
If
this statement is being filed to report the fact that as of the
date hereof the Reporting Person has ceased to be the beneficial
owner of more than 5 percent of the class of securities, check the
following ☒.
|
| |
|
| Item 6. |
Ownership of More Than Five Percent on Behalf of
Another Person. |
| |
|
| |
N/A |
| |
|
| Item 7. |
Identification and Classification of the
Subsidiary Which Acquired the Security Being Reported on By the
Parent Holding Company or Control Person. |
| |
|
| |
N/A |
| |
|
| Item 8. |
Identification and Classification of Members of
the Group. |
| |
|
| |
See Item 2, which states the identity of the
members of the group filing this Schedule 13G. |
| |
|
| Item 9. |
Notice Of Dissolution Of Group. |
| |
|
| |
N/A |
| |
|
| Item 10. |
Certification. |
| |
|
| |
N/A |
|
CUSIP No.
03768E105 |
SCHEDULE 13G |
Page 9 of 9 |
SIGNATURE
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this statement
is true, complete and correct.
Dated: February 14, 2022
| |
BRH HOLDINGS GP,
LTD. |
|
| |
|
|
|
| |
By: |
/s/ John J. Suydam |
|
| |
|
Name: John J. Suydam |
|
| |
|
Title: Vice
President |
|
| |
|
|
|
| |
AP PROFESSIONAL
HOLDINGS, L.P. |
|
| |
|
|
|
| |
By: |
BRH
HOLDINGS GP, LTD.,
its
General Partner
|
|
| |
|
|
|
|
| |
|
By: |
/s/ John J. Suydam |
|
| |
|
|
Name: John J.
Suydam |
|
| |
|
|
Title: Vice
President |
|
| |
|
|
|
|
|
|
| |
LEON
BLACK |
|
| |
|
|
|
| |
By: |
/s/ Leon Black |
|
| |
|
Name: Leon Black |
|
| |
|
|
|
| |
JOSHUA
HARRIS |
|
| |
|
|
|
| |
By: |
/s/ Joshua Harris |
|
| |
|
Name: Joshua Harris |
|
| |
|
|
|
| |
MARC
ROWAN |
|
| |
|
|
|
| |
By: |
/s/ Marc Rowan |
|
| |
|
Name: Marc Rowan |
|
| |
|
|
|
Exhibit Index
| Exhibit No. |
|
Description |
| |
|
|
| Exhibit 1 |
|
Joint Filing Agreement, dated
February 14, 2013, among BRH Holdings GP, Ltd., AP Professional
Holdings, L.P., Leon Black, Joshua Harris and Marc
Rowan |
EXHIBIT 1
JOINT FILING AGREEMENT
BRH Holdings GP, Ltd., AP Professional Holdings, L.P., Leon Black,
Joshua Harris and Marc Rowan (the “Filing Persons”), hereby
agree to file jointly a Schedule 13G and any amendments thereto
relating to the aggregate ownership by each of the Filing Persons
of any voting equity security of a class which is registered
pursuant to Section 12 of the Securities Exchange Act of 1934, as
amended (the “Exchange Act”), as required by Rule 13d-1 and
Rule 13d-2 promulgated under the Exchange Act, and hereby agree
that this agreement be included as an Exhibit to such joint filing.
Each of the Filing Persons agrees that the information set forth in
such Schedule 13G and any amendments thereto with respect to such
Filing Person will be true, complete and correct as of the date of
such Schedule 13G or such amendment, to the best of such Filing
Person’s knowledge and belief, after reasonable inquiry. Each of
the Filing Persons makes no representations as to the accuracy or
adequacy of the information set forth in the Schedule 13G or any
amendments thereto with respect to any other Filing Person. Each of
the Filing Persons shall promptly notify the other Filing Persons
if any of the information set forth in the Schedule 13G or any
amendments thereto shall become inaccurate in any material respect
or if said person learns of information that would require an
amendment to the Schedule 13G.
[Signature Page Follows]
IN WITNESS WHEREOF, each of the undersigned has executed this Joint
Filing Agreement as of this 14th day of February, 2022.
| |
BRH HOLDINGS GP,
LTD. |
|
| |
|
|
|
| |
By: |
/s/ John J. Suydam |
|
| |
|
Name: John J. Suydam |
|
| |
|
Title: Vice
President |
|
| |
|
|
|
| |
AP PROFESSIONAL
HOLDINGS, L.P. |
|
| |
|
|
|
| |
By: |
BRH
HOLDINGS GP, LTD.,
its
General Partner
|
|
| |
|
|
|
|
| |
|
By: |
/s/ John J. Suydam |
|
| |
|
|
Name: John J.
Suydam |
|
| |
|
|
Title: Vice
President |
|
| |
|
|
|
|
|
|
| |
LEON
BLACK |
|
| |
|
|
|
| |
By: |
/s/ Leon Black |
|
| |
|
Name: Leon Black |
|
| |
|
|
|
| |
JOSHUA
HARRIS |
|
| |
|
|
|
| |
By: |
/s/ Joshua Harris |
|
| |
|
Name: Joshua Harris |
|
| |
|
|
|
| |
MARC
ROWAN |
|
| |
|
|
|
| |
By: |
/s/ Marc Rowan |
|
| |
|
Name: Marc Rowan |
|
| |
|
|
|
Apollo Global Management (NYSE:APO-A)
Graphique Historique de l'Action
De Mai 2022 à Juin 2022
Apollo Global Management (NYSE:APO-A)
Graphique Historique de l'Action
De Juin 2021 à Juin 2022
